Among Wolves
by benignmilitancy
Summary: "In this world, you must be a wolf among wolves. Either you dominate the pack, or fall to teeth and claws." [Chronicles 2 WIP.] It took Eggman seven years to conquer Sonic's world; they have less than seven days to take it back. With a Nocturnus armament sworn to protect the Empire at all costs, the race for the Chaos Emeralds is on, while a dark force spreads its sinister roots.
1. Chapter 1

_Among Wolves_

* * *

 **I.**

Sunshine warmed her for the first time in forty centuries.

For Shade, the phenomenon bordered on impossible. Nothing could have beamed down through the high walls of the Nocturne cathedral; here the only light came from flickering torches set upon bronze sconces, their eerie glow echoed by the High Praetorians who stalked these cloisters and the distant stars they'd named themselves after, fleetingly cold at best.

And here it was. A true, warming luminescence. The last time this kind of light touched Nocturne's stones was on the eve of their takeover: a day long awaited but condemned to failure. That last sunset, though it painted the sky exquisite in shimmering bands of crimson and gold, had reflected her own surrender back at her, eventually yielding to the darkness it sank into.

Argus came and made its will known. For the next four millennia her clan lived, fought and trained in a place light seldom dared reach. Eternal dim, not enough to deprive but just enough to make one crave the closeness of a flame; the Cage denied them even that basic nourishment to punish them further.

As much as she'd tried to forget it, she couldn't. Her craving for warmth grew with each slow churning of the cosmos. No amount of sconces or armament glow could alleviate her need to feel the sun trickle through her fingers, even if all this hope would amount to was for naught.

Now when she closed her eyes, some part of that hope was restored. She could feel the light as her teammates must have felt it: a soothing, honeyed warmth, at once thick and cleansing. Her wounds began to lift from their broken tissue as it grazed the delicate skin of her eyelids, calming the anxious throb pounding inside her head.

Surely she must have known it sometime before this, in that past life when the simple things didn't hold such power to astonish her; something dormant within her recognized it as the light of all things peaceful and pleasant.

That light came from the blue hedgehog, now golden, who rippled soft whorls of Chaos energy from his metal-sheen body while he panted from exertion. He clenched his fists, widened his stance, and braced himself for one more unseen blow. His ruby irises darted in search of his missing opponent.

Somewhere within the shadows her lord laughed. The sound quivered throughout the great cloister, growing in magnitude across the widening gulf that separated him from them. In the span of one held breath she heard the true intent of his heart. Here she heard everything: the ticking of clocks and gears he had set into motion, Nocturne's distinct machinations, the minute but incalculable erosion of the years.

Sonic's shoes clinked cobblestone as he wafted to the floor.

It would have been foolish of her to deem the fight finished. The fight was never finished with Ix. Her suspicions grew into certainties when another light pinpricked suddenly in the darkness at the end of the hallway.

As Sonic squinted at it, her hackles rose.

A white dot ringed gold in its center rippled outward. Within it one red eye emerged, saw them, _blinked_ —this she swore true with her life—and surged forth, claiming walls and ancient tapestries of long-ago times, eating and thrashing and devouring Nocturne's insides, crumbling everything it touched, mindlessly indiscriminate as it raced toward them.

She threw up a shielding hand. Through the gaps in her fingers she startled to see Gizoid limbs and roasted stones tumble forth, knocked along by an invisible force. From them she glanced up, dread squeezing a fist inside her gut. Nocturne swayed its vaulted ceiling unnaturally to the left, dry mortar grinding against ancient stone in an exhausted growl. Silt coated them in ashen sheets, raining dust. Its walls creaked and wheezed air as if any minute now it would topple on itself.

The skeletons of broken Gizoids danced. This was no sunshine, no welcoming light.

Shade looked from her home to Sonic, Sonic to her home.

Drew in her breath to scream—

 _"Run!"_

No time. Fire slammed out of the darkness and an unbearable heat killed her voice: her lord channeled a funnel with such terrible ferocity it seared through her vision, bathed her blind. Light and heat lashed against invisible walls of air like hellish tides splashing over a dam.

Without thinking Shade threw herself over her nearest teammate.

Tails did not resist her, seeming to have understood her intent. As the fire flared over them, he gasped inside her embrace, squeezing his eyes shut and coughing harsh breaths against the warm stone. When she covered his mouth with her hand so he would not inhale the smoke, he gagged, bucking instinctively against her to be let free.

A lick of hot air rode up the grooves of her spine like a salamander, and she shuddered. She tightened her grip on his shoulders, refusing to let the fire eat him. More came and went, swarming in droves, collecting sweat along her flesh.

Soon her own throat clenched painfully and she was also deprived of air, thirsting for it; the blood pounded in her head and nausea loomed in the smell of her charring armor; it seemed all there was and all there ever would be was this overbearing heat, stealing everything from them in return for what they had stolen from her lord.

Sonic stood in the midst of it monstrously calm. He braced his hands to deflect the maelstrom with his own energy, ignoring the sheer heat that would have otherwise devoured him. The fire slammed and whorled and lashed its burning heads in an attempt to reach him, and screams abounded as the team thought he was going to be swallowed whole. Still he remained, his silhouette cutting stark shadows at the fringe of her vision.

He smirked as fireflies zipped past.

"Nice firecrackers! They'd probably work better if you pointed 'em up, though!"

Sonic grabbed the fire right then, held it in his hands and laughed. Laughed before tossing the entire wall of flame upwards as if he'd caught a serve, and kicked the volley through the cathedral roof.

There was a moment, airless, as she watched the volley burst through stone. Her heart gave a squirm and quieted.

The oppressive heat vanished, returned to darkness and coolness and thickening smoke; the salamanders wisped away with the impact that blasted through the nave, sucked out almost entirely. The fire ebbed from a hungry blaze into a dim white ribbon and faded among the stars, leaving spots to pulse in her vision.

Most of all, Tails was able to breathe again. He sat up coughing, one hand flown to massage his throat. She relented him his freedom in a mixture of caution and amazement, her one hand poised at his shoulder, uncertain if he would need additional support.

Her gaze drew toward the stars that now shone down through the empty gap in the ceiling. Her other teammates did the same, tentative, amazed, confused, grateful.

Sonic wagged a finger. "Now how 'bout you put the sparklers down and we talk this over?"

"Lowly _maggots_ ," Ix swept a fiery arc with his scepter, " _begone!_ I'll make dust of you all!"

Sonic chuckled. "Wanna bet?"

Once more they collided twin forces of nature, thunder gnashing against fire, which only left Knuckles to ask in the background, "Is everyone all right?"

Shade rubbed Tails' back, his head cradled between his arms while he breathed in fits and starts. It worried her that even as his inhalations slowed, they remained shaky, uneven.

"Come on," she urged quietly, "we've got to get moving."

"I know … " The kit tried his best to stand, but buckling knees hindered any progress he might have made through sheer will alone. He grasped the stone wall, squeezed his eyes shut and let out another dry cough.

" … Shade?" he asked, his voice cracked. "I … don't feel so … " He wobbled, prompting her to catch him and lower him gently.

 _"Tails?"_

Amplified by the sudden clarity the silence provided, a girl's voice rent the air. Amy jogged across the ash-ridden carpet, setting aside her hammer as she knelt beside them. She placed a hand on the boy's head, rustling the singe graying his matted fur. He groaned at her touch, fluttering his eyelids shut.

She looked Shade full in the face with her mouth drawn wide. "What's wrong with him?"

Shade looked around. The team had coalesced around them; while Sonic kept her lord at bay, the team arrived through the dim, all bearing varying mixtures of hardness and wear from battle.

Her comrades. People she would fight for, if it meant a chance to be free.

"Smoke inhalation. But we can't help him unless we find a way out of here."

Rouge glanced at Shadow, who nodded tersely and teleported both himself and Omega out. It faintly occurred to Shade that he still retained Scylla's Chaos Emerald.

Knuckles snapped his neck towards the dissipation. "Heck's he going?"

Rouge impatiently waved him off as Amy slipped one hand under Tails' skull, cradling it close to her, to allow the team healer to do her diagnostic work. Cream pressed one ear against his small chest, her brows drawn tight in concentration while Cheese hovered nervously beside her. "Cool your jets. We gotta wrap this up."

"What about Sonic?" Amy asked, and just then they flinched; a portion of a nearby wall collapsed from a psychic strike, turned to a pile of rubble. "We can't just leave him here! This place is gonna fall apart any minute now!"

"You're not wrong." Shadow reappeared, walking toward them. "We're borrowing time at this point. The ship's fine, but the cathedral's infrastructure won't endure this battery for much longer. We've got to get topside, Sonic or no Sonic."

Rouge opened her mouth to answer him when the rabbit shot up, grabbing her friend's hand. "Amy? Mr. Tails isn't breathing!"

Shade began for the cloister. This fight had to end before anyone else got hurt.

"Wrong way, Shade." A strong hand gripped her arm, followed by a narrowing of purple irises. "You're not gonna reason with him."

She nodded while also shrugging him off. She knew Sonic's stubborn streak. Knuckles complained often enough about it, which judging by the frequency was something of a given fact, even going so far as to warn her to stay out of his way.

The ceiling groaned.

Shade withdrew her leech blades. "Get him out of here before he inhales more," she said, pointing at Tails, "and get to the ship, all of you. I'll try and settle this quickly."

No one protested.

Ash scuffed in clouds around her boots, its sound pounding in tandem with her accelerated pulse. As the thunder grew near, danger prickled her senses into salience. Chaos energy swarmed Nocturne—good and evil clashed so aggressively against each other that the cathedral itself, formerly an impregnable bastion, seemed to wheeze from the strain.

She ran past a pillar the moment Sonic sprang from it, moving too quickly to register her in the shadows. Stones rained out from his blast and a reflexive flash of her leech blades, poised at a cross-swing, took care of those that would have pelted her.

How could anyone find two combatants amidst all this commotion? Their bobbing and weaving was only marked by their taunts.

A throaty chuckle escaped the hedgehog. "What's the matter, Snow White? Got no prince to kiss?"

He grabbed Ix's robes and hurled him overhead at the throne, a heavy structure which toppled over with a resounding crash the moment his opponent slammed into it. In return a bolt of plasma sizzled his former location, turning it to singe. As Sonic leapt on him, the two exchanged a flurry of strikes and kicks that blurred into a mingle of light.

That was why she could only watch in horror as her lord somehow sighted her, smiled—and knowing his audience would appreciate the show, thrust the head of his scepter into Sonic's stomach. The arc caught his torso, and the resultant energy catapulted him towards the wall.

She jumped as Sonic slammed through it with enough force that cracked the stone in a halo of breakage, causing loose chunks to crumble down en masse. Beyond that hole resided darkness, a familiar void. He was gone, for the time being.

"Shade." Ix drifted down to meet her level, a deranged glint showing in his milky eyes. "How lovely to see you again."

She bristled, her every muscle strung to their snapping points. Her breath caught and she fought to swallow it back down upon hearing the voice that had commanded her body and mind for ages, endless ages. She couldn't resist heeding its call, not even now, when the very sound of its slow, sneering cadence made her nerves tingle.

When they saved the N'rrgal from declaring war on the Zoah colony, the Queen Mother had grown uncharacteristically somber. Enough, at least, to reflect briefly upon the nature of the Emerald she'd bequeathed them in gratitude.

Its power, she hissed in her regal voice, was magnified through its bearer. Because the N'rrgal were a peaceful, quiet people, no longer eager to war now that their spawning pools had been restored, and the Queen possessed irrefutable proof of her lord's treason, the power the Queen felt was like starlight.

A slow, tranquil twinkle passed from the Queen's viscous hands unto Sonic's. An inner light within the gem pulsed in accordance to her desire for amnesty, and it was then that Shade realized the truth; Ix may have lied, may have fostered war and belligerence for his own twisted aims. But it was the Emerald that decided to enact those desires, that drew upon the content of one's soul just as much as its wielder called upon its power.

It shouldn't have surprised her that her lord emitted a different kind of heat than Sonic. It prickled him, crawled up the lengths of his robes with sulfur and vengeful flame.

He tipped his head. "Tell me, why did you take these pains to see me again, hmm? Did you crawl all the way back here just to save your pride?"

This wasn't him. She _knew_ it wasn't him. The him that she had known was now as empty and devoid of substance as this cathedral that called itself their home, just an echo of its true self, a pale echo. Logic dictated guilt shouldn't follow her for excising a ghost.

A dark chuckle haunted the dusty air as a predatory smile curled his lips. "Of course not. You have no pride."

He flew up one fist and telepathically caught the strike she hurled at him, that cursed energy shield of his igniting her leech blade. Light spurted from the collision like blood from a wound. Pink gouged into green to no avail, thrashed against it and—

 _No!_

With a flick of his hand, a jagged bolt split her blade in half. Yet another grind of his fist crushed it entirely. She snarled and leapt toward him herself, just to be repelled by a flaring of his self-made corona.

Her determination to cease the battle made her foolish. Shade hurried to retrieve the scraps of her blade, to cover Sonic's prone form, when the butt of his scepter slammed down onto her hand, hissing pure energy against the material of her glove.

She cried out and shoved it away, knocked it backwards, cradled her fist to herself. As the searing pain ebbed she looked back upon him like a wounded predator, bristled from equal parts spite and impotency.

"I see now," Ix drawled. "Perhaps you wish to surrender these amoebic lives as atonement for your treachery against me? How very … piteous of you."

She resisted the shiver that scurried up her flesh as his words melted into a deep, deluded laugh, one that brought to mind Knuckles' words before they infiltrated the cathedral.

Some people just want the world, no matter what it takes.

She'd never wanted this. To conquer the world had never been her dream—but in a feverish fit of self-delusion, her lord had forsaken her for that, discarding everything they'd built in the process. For a single selfish desire he'd cast her aside. Deemed her exile. Unworthy.

None of these had hurt more than her failure to recognize the danger that had been brewing beside her for the past four thousand years. During their travels, she'd had time to reflect on her loss since being saved, and in her meditations she had realized an incredibly clear but painful truth—her lord held no intention of living in their old world. It became exactly as Nestor told her so very long ago. _A man who lives for battle is ill-equipped to harvest peace; he would trample his own crops just to sow the seeds of dissent._

The time for doubt had passed. Rising on her feet, she sauntered forth, clutching her wrist to staunch the throbbing in her hand.

"Stand aside," she said. "I don't have time to play your games anymore."

"So you say, little bug." His teeth showed in a horrible grin as he called her again by her pet name, now coming from his lips a twisted mockery. "So you say."

How dare he. Even after all this time, how _dare_ he. She tightened her grip on her remaining blade until the blood rushed from her quaking knuckles, their tremor strong enough to rattle the handle.

She chanced another step to retrieve her fallen blade and walked against the crackling fire, which only deepened her resolve to keep going. He could burn her, but she would prevail, if just inches at a time.

He chuckled at her attempt at bravado, tapping one finger luxuriously against his scepter handle. "Will you strike me, Shade? With that paltry toy?" A _tsk,_ as if she should have known better.

Her remaining leech blade clattered before him.

For the first time, he seemed genuinely taken off-guard.

"What are you doing?"

"You can't own me if I don't belong to you." The distant sounds of laser fire pierced the silence outside. Sonic was fast approaching, and her window of opportunity vanishing. "All this wasted time … I should have heeded Nestor's advice."

A spark of shock widened his pupilless eyes even more. It was a name he'd truly believed he'd never hear again; just hearing her whisper it morphed his expression into a hateful, paranoid mask.

"Don't you dare, Shade. Don't you _dare_ come before me and try to claim righteousness. Not after all you've done in my name."

The light from him blistered an accusatory fire, one she couldn't look directly into without being burned. "I know, Lord. I've committed too many sins. Which is why, as of this moment … " She swallowed. "I am nameless."

"I should have known. You're nothing more than the dirt you came from, and I was an utter fool to think I could mold you into something more! _Shade!_ " He devolved into ranting as she turned her back on him, ignoring the clench in her throat as she heard a name she could now no longer respond to, as custom demanded. As it must.

"Turn around and heed me this instant, you stupid, _worthless_ girl—what kind of blatant idiot do you take me for? Do you truly believe I'll fall for the same trick twice? Do you believe for a single moment they'll protect you, the liar, the _traitor—"_

To her astonishment, his furious strikes against her dissipated midair. Some energy shield absorbed them, faintly shimmering at its edges like the delicate iridescence of a bubble. She looked toward a gallery window, where Sonic had climbed through and was propped against the sill like a nosy neighborhood gossip. He had a weary grin on his face as he tossed a thumb toward Ix.

" … Someone's got a lot of air in the tires, huh, Shade?"

She pressed a hand to her heart, her head lowered. She tried not to focus on how his impact would have otherwise killed him in his normal form, given how hard he struck the stones, and indeed bruises darkened gold fur where they'd scraped him on the way out. But Sonic must have been thinking something entirely different, for he found it prudent to wink and give her a thumbs-up anyway.

They couldn't converse for long. Rumbling quaked, making them backpedal from the steep cracks forming in the floor.

"The enemy and the traitor wish to die together," sneered Ix, his voice echoing from seemingly all directions around them. "How poetic. Let me make this your final resting place to commemorate, so you won't be utterly forgotten!"

He burst through the crevasse's heart, and they beheld his flaming cocoon as it dislodged stones from the floor: tendrils of light wove around the floating detritus and the radiant figure suspended inside.

Sonic replaced his weary grin with a fiercer one, pumping a fist to himself. "Haha, _yeah!_ About time you stepped up your game!" With a softer backwards glance, he added: "Stay back, okay? I'll be out in no time."

Shade walked a few steps in front of him, shaking her head as she studied the orb. "Sonic, don't." Her voice was hoarse from smoke. "Forget your ego. You must leave this fight."

Was there a hint of disappointment on his face when she said that? No; she must have been imagining things. "How come? I thought the whole point was to beat him and get the Emeralds back, save the universe—you know, the usual? Heads up!"

They dodged a strike that scorched the carpet.

"You don't understand," Shade pressed. "He'll drag you under if you aren't careful."

"Heck, I'm always careful! It's this big boy who keeps dropping bombs all over the place!" Grinning, he spun around to address the Imperator with an irreverence she'd never dream of using in his presence. How could he think this a game, child's play? How could he come so close to destruction and still choose to smile? "I'd say we're just getting the party started, aren't we, Ixnay?"

Just then, echoed distantly through the great hall, Knuckles screamed: "Sonic, you moron, we gotta go! Tails is hurt!"

The pause provided all the time her lord needed to land a proper blow. Energy waves slammed the two of them backwards, skipping their bodies across the floor like stones, tumbling and rolling them till they came to a stop at the partition just beneath the balcony, all to the raucous sound of Ix's laughter.

 _"Ha!_ Your self-indulgence is going to be the death of you, worm!"

Sonic spat out dust, sniffed and gnashed his teeth. Moments later he blasted toward Ix and careened off, again and again, now pounding against her lord's barrier like a fleet of burning arrows fired against a shield wall, relentlessly striking flames from all angles. Those traces of humor had dissipated from him like Ix's strikes.

So it wasn't the battle that forged his resolve … it was the threat of loss. The kit whose hair Shade saw him ruffle: that image of buoyancy turned hard, now transformed.

She decided to seize her opportunity as he was deflected once more, thrusting out her hand for him to catch. "You can't approach him from here. If you can get me to him, we can end this quickly!"

"Sounds good to me," he replied. "Let's go!"

Shade felt her hand snatched and her body plucked into the air. Sparks trailed and ripped up the cords of fabric still holding the cathedral's stolen tapestries together.

Sonic tossed her up, and curled into her hands as she held them above her head, throwing the room into a ferocious blaze the faster he spun. She'd held him like this in combat, enough times to know he contained the force of a projectile. Grasping him in his super form was like holding a miniature sun between her hands, with all of its power waiting yet to be released.

Ix looked at her one last time.

( _don't think about it don't hear his voice_ )

She blinked, and Nocturne—not this pale imitation but true Nocturne—appeared before her. Her lord stood in resplendent robes, his expression once kind, once wise, his throne a temple of sandstone and moss lit by that last dying sunset.

 _"You don't understand._

 _"When you swore your life to me, it became mine._

 _"Your first breath and your last …_

 _"Shade … "_

She squeezed her eyes shut.

And threw Sonic with all her might.

( _Forgive me, my lord._ )

The next thing she knew—

Singe on the carpet, a ring of blackened stones. Those were all that remained of the illusion. Even so, a terrible emptiness gnawed at her, and she clenched her jaws to keep her vision from blurring while she knelt panting on the floor. It had to be done. It had to be done.

Beside her, he shivered.

" … Sonic?"

"Heh," he said, managing a smile. "Don't worry. This always happens."

A flaring of the light forced her back. It burned almost too brilliantly for her to bear for a moment before dimming, the Emeralds' considerable power ebbing away from his body.

The golden sheen swirled away from his blue fur like a powerful tide receding from shore, his quills dipping into their usual weighty downward curves and his body sagging back into gravity's mold: a process he accepted with a grace she could only envy. If she'd had access to that kind of power, she'd never wish to let go.

Let go it did, back to its mysterious source. Slowly that wonderful sunshine returned inside him, its healing warmth wafting away from her, and with it, the feeling that everything would be set aright.

Sonic exhaled as the last golden star extinguished above his head. And soon he radiated no more light, becoming the same dull substances as her and the elements that surrounded them. Same as the darkness and the charred tapestries and the flickering cold torches her lord left them to inherit. Smoke lingered in the shattered throne room like the empty aftermath of a nightmare.

Vibrant green eyes cracked open, full of concern. "You okay?"

She stood up, and he glanced toward the end of the hallway. More stones were crumbling down, but it all seemed distant, of no true consequence.

Sonic inhaled deeply. "Tails … "

Her shaking head prompted him to knit his brows together, and he took her hand to help himself up.

"Okay," he said. "Let's beat it the heck home."

* * *

That somber mood endured for the next few hours as the _Blue Cyclone_ did its thankless job of carrying them out of the Twilight Cage.

Amy perched herself at the foot of Tails' cot. She peered down into his slumbering face, exhaustion thorough on hers. At the head of his mattress sat an oxygen concentrator; the mask attached to his muzzle rose and fell with the steady rhythm of his chest.

She placed a hand on his head, gingerly brushing his fur between her fingers.

 _Get some rest, little brother. You need it._

She wanted to talk, to make sure things would be okay. Words failed her every time Sonic turned, though, so she sat until he would be ready. Every once in a while something broke her reverie, some glimpse of activity she hoped might provide her an opportunity to speak; usually it was just Cream, who wandered in and out of the room to update this bit of info on the computer or fix that corner of the pillow that refused to stay pert.

She looked toward Sonic pacing in aimless lines in front of them, waiting for a break in Tails' condition. The grit from the cathedral clung to the bottom of his soles and scraped the floor each time he turned.

Amy waited, wondering if she should say anything. At length she couldn't take it anymore; she said his name, making him stop. "Sonic?"

Unfortunately, this small bit of courage was rendered moot when the door slid open.

"I'm tellin' ya, I don't _need_ stitches!"

"Keep walking, soldier."

Grumbling abounded as Rouge prodded Knuckles in the back with two fingers, boredly, to multiply the echidna's frustration. Cream followed them, swinging a small metal box like a lunch pail at her side. Cheese floated in last, carrying a pile of rumpled linens.

"Let me help you with that, Cheese. Those are finicky." Amy took the Chao and settled him in her lap, gathering the cloth to be folded.

Cream wheeled out a portable ladder from an inbuilt closet and climbed up to open an upper-level cabinet, trailing her finger along a door rack stocked with bottles. She selected one, dropped down and placed it on a desk beside the metal kit.

Knuckles grumpily plopped onto a stool in the corner while she put her things away, muttering irate comments to himself. Rouge, ever helpful, squeezed his shoulder.

"Comfy?"

"Hmph." He sniffed. "I don't get this. I get roughed up all the time and no one ever needs to poke anything through my— What are you doing with that?" he asked, catching a flash of steel as the rabbit dug through the kit's provisions. "Cream, that's a heck of a lot bigger than a mosquito bite!" Sonic coughed into his fist. "Yeah, and what're _you_ laughing at?"

It soon became clear that Cream had asked Rouge to keep Knuckles company for a good reason: to anchor a nonchalant hand to his shoulder and keep him from bailing out at the sight of her preparing an alcohol swab. "This will sting a tiny bit. Maybe if you looked the other way and sang your favorite song? That's what Mother always tells me to do when I have to get shots."

"Right, let me just belt one ou— _ow!"_ Cream yelped apologies as he clamped a hand over his arm, nearly spilling the alcohol. "Be careful with that!"

Rouge shrugged at the others during his rant-filled procedure. "Scared of needles. Figures." Her gaze settled upon Tails. "Kid got hit pretty hard, didn't he?" Silence. "He'll be okay."

Sonic smoothed down his top quill. "Thanks, Rouge."

The closing of the cut on his arm passed more quickly than they anticipated, for by the time they looked back Cream was already bundling up the kit and heading for the other room.

Rouge smirked. "You're free to go, you big baby."

Knuckles wound up his good bicep, his temper renewed as he glared at her. "Who you callin' a baby?"

"You." She gave him a light bump with her hip. "G'wan and play. Let these kids have some peace and quiet for once."

"Alright, fine. Just quit shoving me around!"

"Hon, no one likes it when I start shoving. Now make like a good boy and maybe she'll make me burp you later."

 _"Rouge!"_

The door closed once more, their endless banter fading behind its heavy material. Sonic turned back awkwardly toward Amy. "Did you, uh … say something?"

"Ah—" She folded the last linen for Cheese while he patted down a crease on a pile beside them, concentrating on the task at hand. "Yeah. I heard someone coming and wanted to know who." Heat surged through her cheeks, and she berated herself for bucking her fleeting nerve. _If this were any other time, you'd be talking his ear off._

"Oh," Sonic said. "In case we had to practice our emergency parachute drills or something?"

"Oh, ha, ha. You'd probably jump out the window if you saw Shadow walk in here instead of Knuckles, wouldn't you?"

"Watch _him_ get jabbed with a needle and laugh? You bet I'm splittin'. _Gee-ronimo!"_

She was too tired to laugh, but they did at least share muted smiles before returning to the pretense.

Beyond the door, Amy heard Cream, her high voice reminding Shadow to keep drinking liquids and Knuckles not to pick at the stitches, taking inventory of scrapes that would need to be cleaned and bandaged.

How long had she been at this, tirelessly taking care of everyone else? A medic's work was never done, Cream once declared, and she was glad she took this duty seriously enough. For as much as they got knocked down and dragged out, they needed that exact sort of dedication. But between her and Sonic, she was starting to worry about the fervor with which the girl tried to keep busy and sew up the crew's constantly unraveling seams. Sonic agreed, too, in so many words. She posed the question the minute Cream showed behind the door once more.

"Cream, you've been running yourself ragged. Why don't you take a break?"

"Oh, no! We're fine. Aren't we, Cheese?" Nodding vigorously, her Chao companion fluttered to her side. "Pardon me for interrupting, but it's time to move Mr. Tails so the computer can record his vitals again. Would you like to get something to eat in the meantime?"

Sonic looked over his shoulder before turning again, his voice soft. "You go on ahead. I gotta watch my girlish figure."

"You sure?" Amy asked. "You really should try to keep up your strength … " She didn't dare say _After you were almost beaten to a pulp._

"It's okay, Ames. Think I'll stay here for a while. I'm not real hungry, anyway."

 _Yikes._ She nibbled a corner of her thumb. _Usually he can't wait for dinner._

She stood, bundling the linens around her arms. Well, no matter if these two ran themselves into the ground; they needed nourishment and that they'd get, even if it meant she'd have to spoon-feed it to them. She tried a more pleasant tone than the one in her head, however. "How about a treat? You guys want some hot cocoa?"

Cream and Cheese brightened at the mention of cocoa. "Yes, please! With extra marshmallows, if you would!"

"Coming right up!" Before leaving, she silently caught Cream's attention and mouthed the words _Watch him please,_ pointing at his back. The rabbit seemed confused at first, but nodded soon enough.

"Er … how about we brighten this room up a bit? It's grown awfully dim in here." When she clapped her hands, a soft glow from overhead sconces filled the room. Past the Blue Cyclone's cockpit and before the bunk beds was a small vestibule where a first-aid station resided, and the mild light made things easier to see. "Ah, there we are! Much better."

Shoved against the wall were two inbuilt cabinets which were stocked with medicines and compress bandages. A desk sat between them, with a diagnostic computer currently slumbering in hibernation mode.

Some of the handier features that Tails had the foresight to install were collapsible cots. Because they would see various stains, they could also be cleansed via hydraulic sterilization if hooked back into the wall. Sonic didn't completely understand how the process worked—when did he ever?—but he could hear the air-spray tubes hum as Cream input the wall-mounted code to bring one down.

The tubes withdrew and a fresh cot emerged from the wall about a foot off the floor, fitting into place with a small click. To him the mattress smelled just like newly laundered clothes. He was sorely tempted to fling himself onto it, especially after weeks of rolling around in dust and sweat. Just curl up next to his buddy and snooze like a rock, sleep off this whole thing, wake up with fur stuck to his cheek and Tails would be laughing at him like always …

Her work done, Cream began smoothing out the bed.

"I got 'im," Sonic said, scooping up Tails and tucking him inside the new bed, taking care not to pull on any wires. "In ya go, bud. Nice and snug."

His smile faded a bit as he pulled the blanket around his shoulders.

 _… wish you could hear us, buddy …_

Cream unraveled a coil of plastic tubing and attached one end to Tails' concentrator. An empty tuber embedded within its center bore a bead. She slowly turned the knob until the bead jumped up toward an appropriate marking. Then Cheese carried over the laptop, which she connected to the concentrator with another cable.

"The computer says this'll help him breathe until I find the right medicine," she explained, eyes widening as she remembered something. "Oh! But I forgot, the oxygen treatments are stored in the refrigerator. Would you please go get a fresh one?"

"No problem." One small issue nagged him.

The door was stuck.

The Blue Cyclone might have originally belonged to Eggman, but it was Tails who had made it something more habitable. Among the myriad things he and the doc had accomplished in their engineering spree, he'd updated its automated systems, ensuring the ship would be able to take care of itself based on the code he wrote—and for the most part it had been, a fact of which the young kit had been appropriately proud.

Not that he doubted his little bro's capabilities: heaven knew they'd pushed him through more than one close scrape. But Tails sometimes overlooked small details that would have been obvious to less prodigious minds; something as mundane as a jammed door would have likely slipped his mind during his rush to get this thing spaceborne.

Sonic decided a Luddite approach would better suit the task, and punted his shoulder against the door to little avail.

"Mr. Sonic!" Cream tapped frantically on the keyboard. "Something's wrong with the— _oh!"_

A massive groan rent the air; the ship tilted at a sharp angle and she tumbled over, prompting him to catch her before she could hit the wall along with the computer.

"You okay?"

His ears pricked, seeking the source of the quakes that trembled through the floor. Seconds later, sirens ripped through the air, bathing the room in red light. Just beyond the door they heard a high-pitched cry and a shattering of porcelain as another rumble convulsed through the ship.

Sonic hit his palms against the door. "Amy, are you all right? What's going on out there?"

"I don't know—something must have pushed us through! It's—"

The ship seemed to turn on itself. Shutters meant to protect port windows from outside damage turned their own deadbolts, while the emergency exits at both sides of the cockpit locked of their own accord. Through the chaos in the other room he heard Knuckles yell _Jeez!_ and Shade, her voice faint but startled from her self-imposed meditation at the other end of the hull: _What's happening?_

Sonic's ears picked up a shuddering hiss. He whirled around.

 _Tails!_

He yanked him away from the cot and cradled him close as it folded back inside the wall, wincing at a few cables that snapped off just before the hatch sealed completely. Cream stared in bewilderment, clutching a severed tube that hissed out air. Even the damaged laptop flickered once before burning out its pixels to a blank screen.

Silence reigned, followed by a resonant voice that cut through it like a knife.

 _"Why, helloooo there, my fine technicolor friends!"_

Eggman.

 _"What a pleasant surprise! Did you all enjoy your space vacation?"_ Here he chuckled: _"I must say you're looking positively swell with those nasty scrapes and bruises, aren't you? Did those mean old Marauders kick sand in your faces?"_

Cream whispered, "Why is he so loud?"

"Didn't come with a mute button."

Yeah, he thought. If only it were that simple.

Knuckles demanded: "What did you do?"

 _"Ah-ah! A genius never conquers and tells."_ Apparently someone had rushed for the controls and jostled them, deepening his laugh. _"Nor does he disable the onboard defense systems_ he _built with the intent to trap his dearest teammates inside! Perish the thought."_

Multiple voices roared over this, ranging from Knuckles' indignation to Omega's threats of destruction and Shadow's bitter condemnation. Among them, Shade decided to speak. "Let it be known," she said, a hint of ice chilling her voice, "that only a coward rescinds his word."

 _"Ouch! Be still, my wounded heart,"_ Eggman said. _"First of all, 'princess of traitors,' I made no such promise you all keep flapping your gums about. Second, a word to the wise? Don't butt into my business before you start lecturing me on what's cowardly."_

Sonic froze. The words Eggman used—there was no possible way he could have known about the rumor that had spread throughout the Twilight Cage, that Shade hadn't just deserted Ix but absconded her clan gladly. Despite the black-hole sized gaps in logic that would have entailed, the denizens were all too happy to believe she'd served as an informant against him, having defected to their side.

He recalled the mocking way the cathedral's prefect, Scylla, had laughed when he'd called her the name she hated most, "princess of traitors." The name set a muscle in her jaw rock-hard each time she heard it repeated. He'd heard it again over the comm link before Shade called the shrieking Gizoid a madman.

Scylla laughed harder.

There was a crash, a shattering of the signal. Bits and pieces of chaos screamed through the microphone. A fight so heinous even Tails couldn't discern its outcome ensued until a grainy silence sounded: Knuckles wearily telling Shade, _"Don't do that again."_

He looked down at Tails in his lap. Pale and still.

( _forget your ego Sonic_ )

( _I betrayed Lord Ix_ )

( _he'll drag you under if you aren't careful_ )

"You've got one _heck_ of a nerve!" Now it was Amy's turn to lead the diatribe. "When we find you—"

Once again, he waved them off with the same flippant disregard. _"Now, now, what we've got here is nothing more than a simple failure to communicate. All that time locked in the Cage must have made your blood boil. You're so doped up on fighting juice you couldn't think straight if you tried, poor lambs!"_

 _"Hey—"_ Amy began hotly, but stopped as he likely raised a hand.

 _"Did I do a bad thing while you were away? Well, that depends on who you talk to."_ His grin widened; or at least, Sonic imagined so. _"Hard as this may be to believe, I do have a life, you know. No thanks to someone oh-so-conveniently losing the Master Emerald and pile-driving an_ island _straight into my city … not naming names, Knucklehead—"_ eliciting a growl from Knuckles' end, _"—I had to rebuild. But I would very much appreciate it if you got your facts straight before you started browbeating me for imaginary crimes. Because the fact is … "_

Sonic inwardly suppressed a groan. Anything was better than listening to him go on and _on._ "Cream, do you have Tails?" he asked, and turned. About time he and Egghead had a little chat. "Stay here, okay?"

Leaving Tails to her care, he returned to the jammed door, a tiny sliver of light now slicing through the room. A few kicks leveled at its bottom rail uncurled a corner just enough to form a gap for him to squeeze his body through. Amy ran over to him and grasped his arm, helping him across the broken shards on the floor a bit needlessly.

Upon seeing him, the man in the monitor grinned. It was as if he was waiting for him to arrive, and to see him here; behind him, potbellied marble statues of himself stood at attention in an opulent office setting. Complete with a lush carpet and stained glass windows lit by a roaring fire, the flagrant display gave Sonic just the slightest pause.

Was it him, or did Eggman appear as changed as his environment? Not just the attire, thicker goggles and a jumpsuit hemmed with gold trim; he didn't recall those faint patches of silver woven into his bushy mustache, either, nor the wispy crow's feet etched at the edges of his eyes. He also had what appeared to be a mechanical brace fitted over the sleeve of his left wrist, the aperture in its center glowing a faint green. Arthritis, or a roboticist's tacky fashion choice? All of these pointed to a larger question in his mind.

 _Just how long were we gone?_

Either way, the same kind of ugly showed when he flashed his teeth. _"Oho, so he did make it after all! How are you, old chum? I was beginning to wonder if you'd show up."_

"And miss this?" Sonic shook his head. "Not a chance."

Amy's fingers dug into his forearm.

 _"Famous last words,"_ replied the doctor. _"Frankly, I don't even know why your little ragtag crew is getting angry at me, because as far as I'm concerned my clocks run on schedule. You, however … "_

Eggman lifted his wrist and pressed his fingers inside a groove embedded inside his brace. The pressure activated the ominous light, which blinked once and turned scarlet.

 _"Well, let's just say you're late for a very important date."_

An explosion hammered the starboard and threw everyone against the port. Emergency warnings from the cabin's interior systems added to the klaxon outside, making the sheer noise unbearable. The ship bowed sharply to the right and knocked over provisions with a resounding crash, scattering glass and metal and conjuring even more chaos as shouts bubbled up and hands were yanked to keep people from falling debris.

The copilot's chair careened towards the locked emergency exit and put a dent in the heavy metal. One rotor sputtered out, and the screen delivered an engine failure message—why wasn't the backup coming on? Did he control that, too?

 _"Oops,"_ Eggman cried. _"Have fun tumbling down the rabbit hole, kiddies!"_

A final ta-ta ground the last of the salt in their wounds before erasing the screen to a gaudy test pattern. What's more, they all heard turrets being swung their way upon the scientist's command.

 _"Ready!"_

"Get us _out_ of here!" Knuckles demanded as Sonic leapt over them, making a beeline once more for the med bay. "C'mon, Sonic, he's aiming the cannons! We've got to bail!"

Sonic hooked his fingers under the door's sliver and yanked it open, his heart thudding louder with each passing second.

 _"Cream?"_ he called amidst the screaming of the sirens. "Tails? Where—"

Fallen supplies, gutted machinery and shattered vials abounded in the room. The ladder had broken in half, one of its wheels spinning frantic orbits from a fractured leg; a cabinet bent oblique barred his path. He breathed a tiny sigh of relief when he glimpsed Cream sitting in the corner with Tails and Cheese gathered in her lap.

"We know," she said quietly. Cheese shook his head, and she placed a reassuring hand over him. "Will we have to leave?"

As he crawled under, he noticed she had strapped a first-aid kit to her back. No trace of fear lingered in her wide brown eyes, just simple expectation … and he couldn't help but be a little perturbed. The Twilight Cage had taught her to be ready for any outcome.

"Yeah," he said, grabbing her hand to help her up, "but Eggface is always blowin' smoke." Or so he hoped. "Help me find some stuff to get ready, okay? I don't know what medicine Tails needs."

"Okay."

Kicking it once to loose the locked doors, he ransacked the overturned cabinet. What else did you use to treat smoke inhalation?

He looked down as his foot nudged a duffel knapsack they'd used to gather artifacts. Five of the seven Emeralds gleamed inside: one Shade had relented to Shadow, and one he'd given to Cream for safekeeping after they'd washed up Charyb. He began stuffing provisions indiscriminately inside, covering up their ethereal glow with a speed and recklessness one could only attribute to a supersonic hedgehog, while the rest of the team formed contingency plans in the next room.

"Shadow, no," Rouge was saying. "You've already spent enough of your energy. Don't—"

"Cream?" Amy called. A flurry of voices rushed in at once, all clamoring to be heard.

"—locked up in here, and Tails had to reinforce the—"

"—can't you do something?"

"—verexert yourse—"

"—risk I'll have—"

"—what's happening to—"

"—is he—"

"—rybody off _now,_ Sonic—"

 _"Aim!"_

More turrets heaved toward the ship, making Shadow growl. Rouge reprimanded him, yanking his other wrist down as one inhibitor ring clinked to the floor.

 _"Chaos—"_

 _"Shadow, don't you dare!"_

 _"Con—"_

 _"—warp this ship and we'll beat you silly!"_

Taking Tails over his shoulder, he coaxed Cream and Cheese through the gap in the door and crawled back out behind them.

"All right, listen up," he said, peering between confused faces as he jogged toward an emergency exit, "Eggman wants us to scatter, so we need to stick together. Pair up with someone who can get you to safety and stay low." Before anyone could reply he tightened his hold on Tails, kicked the door hatch and sent it careening hundreds of feet below, where it hit the street with an ungodly shriek. "Everybody _move!"_

Gales screamed into the sagging cabin and while the others filed out, Amy whirled around. Was he really going to jump with Tails still unconscious? "What about—"

He shifted the kit's weight to his left shoulder, shimmying the knapsack down his other arm and offering the strap to Cream. "I need to ask a big favor: take the Emeralds to a safe place, and I'll meet up with you later. Can you do that?"

"We won't let you down, Mr. Sonic. Come on, Amy, Cheese. It's time to leave." She grabbed Amy's hand, fluttering out.

Amy blinked back the smoky wind that ruffled her. Doubt lingered in her heart where she touched it.

"Sonic … "

He didn't hear her whisper, though he did reach behind himself and curl his index finger around a sliding metal pin.

"We'll be alright," he told the angry sky as he tugged at the ripcord. "We always are."

* * *

Blacking out sucked.

Falling from a height, striking dirt or metal or the curb—it all yielded the same result. When consciousness swam back to him it always made him nauseous, that swarm of color and sound loud enough to overwhelm his senses.

Sonic didn't consider himself a stranger to unconsciousness, however brief his skirmishes with it may have been, but his familiarity still didn't make the experience any more pleasant, especially considering how often Eggman called upon it as a quieting tactic. Only time he was still—exactly why he hated it.

The singe of laser-ignited fuel pricked his nostrils when a small, frantic hand grabbed his shoulder and shook him awake.

"Mr. Sonic!"

Blurred shapes came into view, peering down at him through a red haze. It took him a minute to register the face behind the voice.

" … Cream?" He shot up. "Where's—"

"I don't know," the little girl said, twisting her ribbon. "After that blast, everyone got separated by these awful robots, and … " She bit her lip and studied her smoke-scuffed shoes, unable to say more. And for good reason. This place was Metropolis with a vengeance.

Time seemed to follow a weird rhythm here. Without any discernible sun or moon to make the distinction, they could have been here hours or mere minutes. Spotlights waved needle-like beams through the crimson sky, piercing holes in thick anthracite clouds as they drifted past. They wouldn't find what they sought aiming at the clouds, Sonic knew, but it was all being done for the sole purpose to impress and intimidate. Coincidentally Eggman's two favorite hobbies.

The atmosphere contained a murky underwater quality, swaying to and fro in thick crests. Amidst a trenchline of factories and energy outposts stood the fat man's base, a bald thousand-ton head sitting atop an equally impossible lattice. Burning yellow eyes and a three-pronged mustache conspired into a wild grin anyone could see for miles around. It bore the smoke and the smudge with glee, viewing its domain from its implacable perch.

In the sky just beyond lingered a scar of the exhaust where the ship had taken a nosedive. He tried to follow its possible trajectory, guess at a crash site, when a sharp pang in his head drew his attention away.

He furrowed his brow, touching a cut that had formed somewhere over his eye. His fingers brushed a scaly patch above the wound, and he panicked slightly, thinking it a tough layer of scar tissue that had built there, before he tapped on it and realized that it was in actuality a stiff bandage Cream must have salvaged from the wreckage.

She glanced worriedly at him. Poor girl was never satisfied with her handiwork.

Sonic asked: "How long've you two been here?"

Cream took a moment to silently confer with Cheese behind her hand. A question mark briefly formed over Cheese's head before rabbit and Chao turned toward him, bowing in unison. "We're sorry. Neither of us can remember. But we do know you've been asleep for a long time."

 _A long time_ … again, in a place like this that could have meant anything. As he scratched his ear, he surveyed his own memory and came up short.

"Did—"

"Yes." She dug into her dress pocket, and soon enough the sharp facets of a green Emerald gleamed at him from within the confines of her palm. "Well … Just this one." She withdrew it suddenly, exclaiming: "Do you think the others have found good places to hide? It'll be dark out soon, and—"

( _Tails. Tails is still sick where is he Tails_ )

He offered a wan smile and ruffled her hair. "Hey, no worries. We'll find them together, you and me, eh? It'll be our own adventure."

"Mhm."

Lukewarm; he tried a more humorous tone. "Eggman can't scare us, right? You could poke a hole in 'im and let him zip around the room."

She nodded, and he finally stood up.

That fortress … the ugly one. Once on his feet he scrutinized it a little closer. One of its yellow lights was winking, blinking one of its pupils. It ejected a spot of black that took off into the sky.

He grabbed Cream's hand and turned before she could see, their steps pattering the concrete.

"Yeah," he said. "No worries."

* * *

A voice called out to him.

 _Shadow …_

This voice he heard had no meaning, no discernible origin. All he knew was that it was somewhere within, and it carried his name through his emergent mind, faint and numinous, like a weak gust of wind crept through an open window.

 _Shadow._

He felt cold.

He breathed in mortar dust, coughing slightly as it irritated his lungs. When he blinked, he came into contact with green eyes. Eyes of a Gizoid. A thin beam of red pierced the darkness and repelled those bright green eyes.

 **Get down.**

His body flattened itself on instinct. The beam flew inches above him, hit its target and shattered into such a brilliant explosion that it shot his thoughts back into reality. The abstraction he witnessed morphed into the sight of Omega's flamethrower snarling back a Gizoid as it guarded a limp partner sprawled across the pavement.

 **Give up,** Omega commanded. **I have destroyed your leader. Surrender now or be annihilated.**

The smoke-encrusted Gizoid twitched its head at an unnatural angle and slaked off sparks—a fatal glitch inflicted by a gash in the side of its skull. Emitting an electronic hiss, it lurched with its head aimed low to butt the other robot.

This tactic failed, utterly; Omega knocked it back with a secondary round from his chain gun, leaving it to tumble over its partner.

He turned. **You are fortunate I found you before they did.**

Shadow looked down in curiosity before clutching his head, riding out a pang that squeezed his skull. "Ugh … My head—why is it—"

 **The source is most likely a concussion. Caution advised, or else chances of remission will increase drastically.**

"Lovely." As if he couldn't get enough of being comatose. Meanwhile, the strange voice in his mind intensified as he stared at the carnage, sputtering indeterminate white noise in between stabs of pain. Moments passed, and by some small bit of luck it faded out into Omega's drone.

 **I could not recover your inhibitor ring.**

"Don't worry about it. We've got bigger fish to fry."

 **What do aquatic life forms have to do with our current circumstances?**

"More than you think," Shadow said. "For example, a fish out of water must locate another source before it suffocates." Rising slowly, he began walking north, tracking over the rubble toward a distant spotlight. "We've been misplaced as well, into a cesspool of strange energies."

His hand stiffened, prompting him to scowl down at his palm and massage the feeling back into it until his fingers could bend again.

 _This isn't good._ His ring was missing. Energy would now leak from him at a rate he couldn't predict or regulate … and if he didn't practice caution, virtually anything could take that place, fill that void. It was how the Professor decided his body would maintain homeostasis in the face of such an event, for better or worse.

 **I've examined these buildings for signs of change,** Omega added. **Soil samples of the external environment report a denudation rate of 30.83 millimeters per year. According to my data, however, the outer structures of these edifices have eroded at a fourth of that rate.**

He dropped his palm to his side. "They're not as abandoned as they appear, you mean."

 **Plausible, but inconclusive. More investigation is needed.**

During their time in the Twilight Cage, Shadow had heard Omega refuse sample analysis for incompatibility reasons (many materials that hailed from the other dimension moving at too fine a frequency for him to analyze), but here he wondered if that meant there was a secret purpose for these artificial buildings, or Omega truly couldn't explain the gap. Was it possibly both at once?

"Aren't we in Metropolis?"

 **That is an incomplete assertion. All we may infer is this is not the Twilight Cage.**

A voice beyond them said: _"For your sake, you should have stayed there."_

They whipped around as someone emerged, stalking over the rubble. Dense echoes ground under the boots of a Nocturnus.

 _Of all creatures._ Shadow raised his fists, slacking slightly when the Nocturnus raised a hand in truce, palm faced outward, and shouldered between them. There he knelt before the broken Gizoids, his motions calculated and tense as he placed the head back on the inert body of one.

 _"Not that it matters to you,"_ said the Nocturnus, punctuating his words with a sharp twist that locked the head into place, _"but Gizoids also have souls. As sacred protectors, they are bound to us."_

Dissatisfied with the result, he shook his head at the carnage, but would have to make do with what little survived. He repeated this process with its twin and then, rummaging through the sides of their skulls, withdrew two tiny chips. He pinched one between his thumb and forefinger and regarded it with the delicacy one would a seashell, his head reclined at a soft angle.

 _"Even so, you should be commended. You continue to astonish us with your lack of … restraint?"_ he asked pointedly, _"I suppose is the nicest way you primitives would put it?"_

Shadow thought, _I'll show you primitive,_ but decided to remain civil for the time being. "Who are you?"

 _"Someone you're going to regret knowing."_ He turned, and more eyes pierced the cloud of dust behind him. _"I am the Consul, second only to the Doctor himself. And these Gizoids you so carelessly slaughtered here,"_ gesturing to the broken robots, _"were two of our city's most thorough sentries. Yet you somehow can't bring it within yourself to care, can you?"_

He was liking this punk's tone less with every word he spoke. "For your health, I wouldn't advise you to make us your enemies."

 _"Indeed. My heart just skipped a beat hearing that."_ He thrust a gloved finger at Shadow's chest. _"Listen to me now, you boor. You destroyed something of ours, and while normally I'd be content to return the favor and go my merry way, this is a special case. The Doctor wants his Gizoid back."_

Omega marched forth, towering above him. **I am not a Gizoid.**

The Consul drifted his head up, boredly, then dropped it as if he hadn't seen him at all. _"I'll admit it doesn't bear the markings of one. But I'm not here to argue, because as I have said, a Gizoid is a sacred protector bound to us, and only to us. Are you beginning to understand, or need I repeat myself endlessly? Perhaps it would behoove you if I spoke in mon. O. Syll. A. Bles?"_

Laughter murmured out of a few scouts. Shadow had heard superior insults from Sonic—who still thought "Faker" was a valid putdown—so he brushed these paltry attempts aside. "You're pretty nuts yourself if you think I'll let you walk off with Omega. Who also has a minor inconvenience called 'free will.' It'll make your mission a lot harder than it needs to be."

 _"That's nice you believe so. Because I don't recall asking its permission."_

Circuitry screamed when a bright green dagger plunged into Omega's carapace, peeling apart shrieking metal as the Nocturnus dragged it down and stuffed a chip inside. To Shadow's confusion, the dagger drew back up and fizzled out into dust. The wound itself clotted and sealed the fissure just as quickly as it had been inflicted. What it left behind was a dripping scar of molten steel and liquid energy. Meanwhile, the arm Omega had lifted to lash out now seemed rusted shut, unable to move.

Shadow rushed to his side, slamming his fist against the wall when he saw his ally rendered motionless. "Damn you! What did you do to him?"

 _"Nothing that wouldn't have happened eventually."_

He sneered. "Wrong answer."

He hurled a brick at the boy's head at a speed that would have dropped him unconscious had the Consul not deflected it, crouched behind a leech blade positioned vertically.

Sprinting over, he knocked the blade out of that grip with a scissor kick and used the opening to pummel his fists numerous times into the boy's chest, until something snapped and that odd green substance pooled around his knuckles; he could barely feel it burning over the din in his head. He crushed the boy's grip in his and continued whaling. His blood pounded in his ears. He wanted them more than gone, and released his opponent before support could converge on them.

Breathing hard as spots pulsed hard in his vision, he said, "Omega, if you can hear me: aim for that pipe!"

 **Sh … dow.**

Straining against his electrical bounds, Omega gave a broken squawk and fired off a single round. A hole punctured the metal of a rusted pipe lining the eave where the hedgehog pointed, and a smatter of oil splashed down, coating the Nocturnus who stood underneath.

"Excellent," he said, turning toward these sad excuses as they swarmed around him. "As for you—"

Shadow lashed a low kick at the ground, aiming his heel straight at the rush. A large flame jettisoned out of the spurt his heel spit and exploded in a wall of vapor.

However, the shield was temporary at best, a stopgap measure, and they were bearing up much faster than he'd have credited them for—

 _"Go!"_ was all he managed to shout to Omega before the pavement slammed against him, rocks biting into his flesh as someone's weight knocked him to the ground.

Fingers reeking of scorched oil clamped around his face and shoved him down. He jerked aside to avoid strikes that gnawed the stone inches beside his head, the boy's leech blade streaming out ribbons of fiery steam with each blind stab.

 _"I'm not letting you off that easily!"_

"Don't sound so certain." Shadow grasped the echidna's wrist and wrenched the muscle back with his thumb to loosen his grip; as he cried out, he balled his fists together and drove them into his chest before any more blows could connect.

The boy staggered back, but he was still tottering on his feet. To Shadow, that made him fair game. The next swing descended in a tight overhead arc—too high an arc would have opened his vitals for attack—and he parried with a kick.

Their exchanges didn't go without consequence. The energy from the Consul's weapons had latched on in a way Shadow couldn't shake. A small whorl slipped from one of the blades, fanned out from his fingertips and flowed up his arms into the tips of his quills, spiking and ribboning before crawling down his spine.

It felt like an electrocution, only with its initial jolt slowed down to such a massive degree that its heat pooled out, thrilling his blood, squeezing fingers around his heart as it pumped. His entire upper body radiated a film of hot green light, and it distanced the world from him, slowed it down.

His mind still registered danger, however. When he raised his fist to block a strike, a shock hurtled out and repelled the both of them. He saw his opponent float away and eyed the phenomenon with a mixture of caution and curiosity.

Once the shock ejected that energy, it gave time leave to resume. Movement that once seemed suspended in a liquid sort of clarity now blurred: the Consul who was once floating now bashed into the opposite wall, his body juddering thoroughly as a sharp _crack_ announced his impact. Shadow flinched as his jaw smacked mortar with the force of a baseball bat, searing white through his vision.

They lay for the next few moments atop the rubble, stunned, while around them swam the repetitive clamor of auto fire and close shaves. Omega had broken free of the chip's influence for the time being, though his movements were rigid, locked in his joints.

Shadow winced. _Omega, wait, you're not completely healed. Don't go it alone._ Slapping his vulnerable hand to the brick, which tingled along with his sore jaw, he recovered his footing.

Motion flurried in his peripheral vision. Energy flared against his inhibitor ring, the resulting friction spraying sparks into the air.

"Your weapons aren't standard fare … They run on the energy of the Emeralds," Shadow said, panting between words. "But that's impossible. Sonic—" He trailed off.

The Consul barked, _"Sonic what?"_

He shoved the boy aside and sprinted toward his ally. He grabbed Omega by the wrist and led him along, his heavy body thankfully floating from the remainder of his thrusters.

"Pick up the pace, Omega. We've got to find the others before they do."

* * *

"That's right, chickens, run back home to your daddy! Maybe he'll teach you a few _manners_ while he's at it!"

With a huff Amy chased the drones to the curb. If they thought they could harass them like this and get off scot-free, they clearly had another thing coming.

They eluded her just as they rounded the corner. She broke out into a sprint and vaulted a nearby fence to close the gap. Planting her feet on the landing, she pitched her hammer at them with all the strength she could muster.

The blow only destroyed one of four, but one was more than enough to send the message. Her hammer arced wide and landed true; metal and wire puffed apart, fluttering down in short-lived fiery whorls.

Rage flamed her cheeks from within. Amy stood panting, clutching the edges of her skirt, while seconds later her Piko dropped to the concrete with a solid _thud._

She wasn't angry; she was livid. _Who did Eggman think he was?_ If she could tear this city down just to prove a point to that old man's smug _face_ plastered everywhere, mocking them around every corner, she would.

Even so, something urged her to return immediately to the one-way street and monitor Tails, to retrieve her hammer and jog back around the corner before more sentries spotted her and harassed them. Making matters worse was that these were the kind to tote guns and all too happily chop you into bits. If she hadn't roused when she had, they might have turned them into kibble. She swore, if they'd so much as _touched_ a hair on his head …

Amy balled her fists, pumping them in front of her as her rubber soles slapped the pavement. This anger felt different. It wasn't the same kind that arose when Sonic forgot their dates or when someone said something careless to her—those subsided with time, softened by perspective. This one felt like a fire had blossomed inside her chest, clamoring to be set free. And to be frank, it scared her that she'd let it loose so easily.

Normally she would have reacted to her own outburst with surprise, perhaps even a little embarrassment. But anger kept you alert to danger, she supposed, and as long as it sustained her, she could do without her ladylike scruples nagging her to temper that instinct.

For now, survival would have to trump some measure of inhibition and civility. Her angry thoughts pushed aside the dreadful ones, and for the time being she would let them fill her mind, fill those awful, empty spaces where fear would otherwise crawl inside. Once believed, fear would never let go.

She climbed back over the chainlink and slowed her pace. Tails was still huddled where she'd found him, against a small stack of concrete. She feared moving him from should sudden motion exacerbate his state. He showed no outward sign of injury, but you could never tell with these sorts of things. She knelt and shook him gently.

"Tails, wake up," she begged. "Please, wake up … "

He remained motionless at her touch, making her wish desperately Cream were here to assess the damage. She'd inhaled some of the smoke, too, though she was still relatively healthy.

As a matter of fact, she was certain they all had. But because they'd been closest to the epicenter of the fight, Tails and Shade had received the full-brunt of Ix's magical inferno. While Shade's respirator filtered out most of the sulfurous cocktail, he had inhaled the fumes whole. She could only begin to imagine what kind of damage they must be wreaking now.

Amy whispered an advance apology, "Sorry, Tails," and pinched the inside of one of his ears. Thank heaven, his pulse was still strong enough to respond to her ministration, throbbing against her fingers. She then monitored him for breath, feeling his chest as it rose shakily against her hand. He could breathe on his own, but it seemed with some measure of difficulty. He still needed that concentrator.

Briefly Amy glanced around her surroundings, nibbling on her thumb in nervous concentration. But what? The concentrator might have been destroyed in the blast, and equipment like that probably wasn't available here, if at all.

Pushing herself up, she ran to the chainlink fence and hooked her fingers through the gaps, peering around the corner. There had to be a solution. She couldn't just leave him here like this.

The carnage scattered on the curb caught her eye, and she sprinted over the fence toward it. Maybe she could use those parts to make something halfway more useful than those stupid drones. Even if she wasn't the handiest, it'd suffice for a short time. She nudged the carnage with the toe of her boot, scowling at the insignia stamped on its curve.

 _Don't even get me started on him._ Kneeling down, she unscrewed the thin plastic cover from the carapace the way one would remove a thermos lid, copying the way she'd seen Tails do many times. However, she misjudged the hike the drone's internal temperature took when its engine had exploded. The immediate consequence was that the cover jumped out of her hands, hissing steam.

 _"Ahh!_ Hot, _hot!"_ She pinched its outermost edge and alternated between frantically blowing on it and waving it out until the white patches bubbling on the plastic ebbed away. Now for something to pierce it through … a propeller blade?

 _Good as good does._

Using the blade's flat end, she punched seven small holes through the plastic, five forming a crude star pattern on its face. She tucked the cloth against the cup's innermost layer, to trap smog and unnecessary particles, and pulled out two strips through the holes she punched through the sides to form a rudimentary mask-like filter. It wasn't her best, but given that she had minutes at best to get this done she couldn't exactly nitpick her own handiwork.

She returned with the supplies cradled in her arms, and assembled them in front of Tails' listless body. After nestling the impromptu respirator over his mouth, she tied the knot behind his head and jerked both ends snug.

"This is what we used to do when the dust storms rolled in," she said, her mind conjuring up images of yellow silt rolling along Never Lake's shore. "If it worked for us, I don't see why it shouldn't work for you, too, right? … Right."

In truth, Amy was working from a vague memory of childhood: snatches of ideas and incomplete chunks of information. She was far from certain she'd connected all the pieces correctly, though only time would tell her if she had.

She leaned back against the brick and hugged her knees to her chest. Her solution wasn't perfect in the least—nor effective without the reinforcement of proper medical attention, the existence of which … she _highly_ doubted in Eggman's twisted little playground—but she had to dilute the risk of this polluted air further damaging his airways. As her own caregivers used to say: an ounce of prevention was worth a pound of cure.

Burying her head into her skirt, Amy tried smiling to herself. She tried to picture him in a different backdrop instead, a more comfortable one. As much as it wasn't the case, she wanted to believe that he'd nodded off over blueprints again and was slumbering at his desk with a blanket draped over his shoulders. She would switch off his lamplight, and Stanley, his faithful flower and part-time control experiment, would be flourishing in his protective glass bubble at his side.

"Hey." She caught the disc as it slipped and refastened it. "I don't care how dorky you think it looks, keep it on. No need to breathe in more of this nasty stuff."

Often she was told she had a special touch when it came to caring for the ill, which was usually due to observers thinking that sickness obeyed her whims when she knew there was no real secret to it at all. You just had to listen to what the sickness was telling you, no matter how much it might hurt to hear the answer. Listen and wait.

She just hoped she wouldn't have to wait for long.

He stirred after what seemed an eternity. His eyes cracked open, blinked once and widened a little as they adjusted to the smoggy atmosphere. Murky blue swam toward awareness.

 _"Son … ic."_ Tails took a small, juddering breath and squeezed his eyes shut before easing them open again, as if forcing out the memory of a bad dream.

She flinched at his sudden jolt. He glanced in every direction, bristling the more aware he became of his surroundings. Given the things that had happened to them in the past few hours, she could hardly blame him. When he finally looked back at her, guileless and full of curiosity, she felt as though she were a lone straw floating in the ocean. "Wh—where's—"

A lone straw she'd have to be. She wrapped him inside a hug, and didn't let go.

"Amy?"

She nodded, dreading the question now more than ever.

"Just … " His breath hissed, too softly buried under flimsy plastic. " … where are we?"

* * *

Rouge tapped her chin while she drifted, her wings maintaining a gentle flap behind her.

"Mmm, sweetie. Hate to break it to you, but we can't have Halloween every day."

 _"I know you have an Emerald."_

Couldn't if she tried.

"Sorry if you don't like it," she said, waving the scout away with a flick of her wrist, "but I'm tellin' the truth. I don't have any candy. And even if I did, I don't like to share." She narrowed her eyes as he stepped forth. "Why don't you try the nice people down the street?"

As he walked, he flicked out his own wrist. A leech blade unfurled from the motion like a fan, curving out into its usual glowing arc.

She fluttered down and tucked in her wings. Smirking, she beckoned him with one finger. Ladies never declined an invitation to tango.

Rouge waited for the boy to charge, lifted one knee and snapped back a terse heel-kick. She built upon the opportunity that blow provided to propel herself off the ground, grinding up another kick that sent the leech blade flying away and flipped her around in a cartwheel. As a result her heels barreled again into the echidna's helm, one-two, with enough force to drop it like a sack of rocks.

She stuck the landing with her arms outstretched while her wings eased her back down, a fine film of dust pluming around her heels.

Rappels whined down the walls.

She piqued a brow at the reinforcement. "Yeesh. Neighbors gave you too many raisins or what?"

Just then an explosion rocked everyone off their feet, scattering bricks in such a frenzy it sent them scurrying for the perpetrator.

 _Aw, shoot. What now?_

When the smoke cleared, Rouge was relieved to find Omega march in through the haze instead of some crazy incendiary cavalry. The grenade launcher embedded in his left arm whorled smoke, and his titanium armor deflected their retaliatory strikes with ease.

Crimson optics trained on her.

 **Rouge located.** A whirring clank replaced his grenade launcher with his regularly-clawed fist, which he used to pluck a brick off his shoulder. **When in doubt, decimate all remaining structures.**

Climbing back up, she placed her hands on her hips, beaming at him. "Am I glad to see you, too, fella. Trick or treat was getting pretty boring without ya." Her gaze wandering, she noted the jagged scar running down the center of his carapace. "Hey, did you … "

"Out of the way!"

Shadow's shout was followed by an echidna flying backward, coming to a hard thud on the concrete before her.

"Huh," Rouge said. "Made a new friend?"

 _"Hardly,"_ the Nocturnus spat, spinning out of the way before Shadow could hammer his foot down. _"The Doctor's Gizoid is an eminent part of his plans, and I'd rather take a thousand blows before I let you creatures defile it further!"_

 _Sorry to say, kiddo,_ she thought, _you've thrown down a gauntlet he couldn't refuse._ "Sounds like someone's got an awful high opinion of us."

"This one seems to be suffering a delusion of grandeur," Shadow said, "says his name is the Consul and he works for the Doctor."

"Consul?" Rouge asked. "Couldn't have come up with anything better?"

He wheeled around and fired a burning dart from a collapsible mechanism attached to his wrist. Shadow caught the projectile heartbeats before it could pierce Rouge's left wing, crushing it into smoldering energy with his fist.

The Consul tilted his head. _"You're one to speak."_

Snarling, Shadow cast the dust aside and pounced on him.

 **Priority one cleared: engage priority two.** Omega deployed a bomb that splashed rebar and scattered the rest.

"So rescuing me, that was just a side-note to the main attraction?"

 **We came as soon as I detected your heat signature.**

"That's what I love about you, Omega," she said. "You know just what to say to melt a girl's heart."

* * *

A streak zigzagged the decrepit skyline, slashing bright blue into red.

Shingles broke under his heels and skidded off the eaves of factories as he pounced between rooftops, his trek accompanied by the steady flapping of a rabbit's ears.

"I'm not seeing anyone yet, Mr. Sonic." Cream shielded her eyes, scanning the cityscape for any possible sign of their friends, while he vaulted over a chimney flue that billowed smoke. She pulled out the Emerald, disappointed to find it still as dim as when she'd rescued it from the gutter. "Do you suppose they've all scattered?"

Sonic mistimed his second jump a little too late to properly answer her. Another flue gusted up smoke and coated him in a heady mixture of ash and chemicals, making him cough and shake his head to ward off the taste. This stuff was _vile._ Hopefully he wouldn't have to maintain a steady diet of it.

"Just keep your eyes peeled," he encouraged, "they couldn't have gone far!"

Cream seemed a bit unsure of this, but then nodded firmly. "Right!"

 _"Surprise, sunshine! Did you miss me?"_

Above them, light glittered through the murky veil. A wide beam pierced the dust and spread over the concrete, throwing up hunks of stone. Sonic leapt between the fallout and snatched Cream away before they could smash her down. His speed helped them evade the flames that erupted in its wake.

A humanoid mech the size of a small house marched its way through the haze. Black armored plates reinforced its fuselage, while thrusters in its soles puffed green exhaust with each step it took. Burly arms with spike-knuckled fists bore semi-circular rotors with propeller blades laid inside the wrists. Light flowed in rivets toward its glowing center and out its dragon-like eyes, pupilless and unforgiving as it swept the terrain.

 _EGG PHANTOM_  
 _MK II._

Propping his rabbit companion upright, Sonic shielded his eyes and whistled flippantly. "I knew you were a big boy and all before, doc, but did ya finally hatch?"

 _"Laugh all you want, Sonic! Did you really think I was going to sit back and twiddle my thumbs while you ran around_ my _city willy-nilly?"_ Eggman asked, his voice reverberating through an amplifier. _"I wasn't just blowing hot air back there, you know!"_

Without any more warning than that, another wave slammed out and bisected the landing they were standing on. Steel girders burst and popped like bone, screeching out a horrible grinding noise before collapsing into the street simply as more heaps of discarded rust.

Its skeleton dribbled molten liquid when Sonic reappeared at the opposite end of the street, Cream and Cheese in arms, his heels scuffing up dust.

"That how you wanna play?"

He pounced the moment the mech recoiled its fist, spinning so hard the blood in his head throbbed. His quills buzzed against tough metal, spitting sparks into the air, and he ground against with the friction between them shrieked like a buzzsaw forced through a cinderblock. Eventually, it won out and he was repelled; Sonic landed hard on his back, grunting on the concrete before Cream.

 _"Eager to get spanked, are we?"_ Eggman cried. _"Now fork over that Emerald, or I_ will _crush you where you stand!"_

Two small pairs of hands helped him on his feet; unfortunately, things were beginning to slide in and out of focus for him, swimming in duplicates. "How does he—" Cream began, but soon tucked the Emerald behind her back.

 _"Hah! Too little too late!"_ Laughter followed them through the streets as the scientist fired up the thrusters. _"Pound the asphalt all you want, kiddies: there's nowhere I won't find you!"_

The noise snapped Sonic out of his daze. He would have fought gladly if he didn't think there was also a chance he'd inadvertently hurt Cream in the process.

She yanked his glove cuff, calling his attention toward a narrow rut jailed between two buildings. "Look!"

Cream pointed, and Sonic dove inside. Call it a rabbit's natural burrowing instinct, she'd sensed that the _Phantom_ would probably be hard-pressed to jam its nose through the constricted alleyways. Problem was, most streets they encountered afterward were short and jagged, ending in potholes or roadblocks created by fallen rubble, no thanks to the doc's itchy trigger finger.

Sonic climbed up the scaffold of what appeared to be an abandoned office complex, and stowed inside a room where they could gain a measure of reprieve from the chaos.

 _"Come out, come out, wherever you are!"_

They jolted, Cream pulling Cheese under a desk as two V-shaped dents punched through the ceiling, pouring light into the dim. An enormous _boom_ rattled them, followed by yet another.

The force of the second blow splintered the rafters and rained dust over them, snapping brittle pipes that were inlaid into the joists. By some small bit of luck, the load-bearing supports managed to remain upright, although these too were starting to groan in a way that made his skin crawl …

 _"Oh, ho! You're not gonna like this part, hedgehog!"_

He ducked to the whistle of a shell cracking through the air, and grimaced at the blow's aftershock that trembled clean through to his kidneys. Rotary engines bore the hum of something coming alive. Yeah, he knew this part way too well. "Cover your eyes! You too, Cheese—"

Outside, a thin fissure cracked across the sky like lighting. Heartbeats passed before white brilliance spewed through the windows and engulfed the room.

Twisting away, he threw his arm over his eyes to shield them from the next sudden flare. Great, add a threat of blindness to the mix. If they stayed inside, Eggman would keep deploying flashbangs to smoke them out. Would they fare any better outside?

He squinted at his environment until he came across a flaking, rusted sign just a few short feet the hall. Amid dangling wires was a crash door marked: FIRE EXIT. He shimmied on his stomach toward it, fists clenched as he strained his ears. A rafter bending above spurred him to hurry Cream over.

She scooted across the room with Cheese clinging to her shoulder, hugging the wall underneath the windows, mimicking his belly crawl, until the madman with the microphone shouted: "You want to do this the hard way? Fine! Don't say I didn't warn you!"

"Over here," Sonic whispered. They slipped through the exit onto a ladder hatch on the opposite side of the complex, sneaking under the cover of impending footfalls. The _Phantom_ stalked the edifices, sweeping its beam through the shadows between them for vital signs.

He lowered his foot on a faulty rung, and froze as it cracked and clattered into the street.

One green eye flashed toward them, heralding an unnerving grin like the world's deadliest Cheshire cat. Oh, no. No, no, _no—_

"Gimme a _break!"_ The rest of the ladder crashed down with a loud, rippling _bang._ He grabbed Cream by the hand and shot down the rungs as they crumbled behind him, resulting in a disastrous cacophony of noise that advertised them better than neon signs strapped to their backs.

Sure enough, the _Phantom_ rounded the corner but seconds later, breathing noxious exhaust down their necks.

"That guy just doesn't know when to call it quits, does he?" Sonic turned while running and leapfrogged a potshot. "Cream! Can you set me up?"

"We'll try our best!"

"All right," he said, "let's show Eggman how to party!"

* * *

For every Nocturnus they beat back, three more sprang into place. They had an inexhaustible supply, or else they were restored into fighting shape too quickly to be depleted through sheer combat alone. In either case, the other side was edging them out for the time being. Climbing through openings, tagging others in, indiscernible combatants dancing that same lethal harmony, more and more poured out, maintaining the illusion of heightened numbers. And Sparky—there was no way she would give this green-gills any sort of dignity calling him _Consul_ of all things—well, Sparky was enjoying the spectacle, wasn't he, yanking the strings here?

They inched backward, unconsciously gravitated toward the same center, until hedgehog quills met bat wings and titanium armor.

"Shadow," Rouge asked, "you feeling okay?"

"Never better."

"Then let's drop the curtain on these weirdos."

She tossed him her Emerald, and as its glow intensified in his hands, Omega retained second thoughts. **Is that advisable?**

"Only one way to find out." Shadow hefted the Emerald above his head. _"Chaos—!"_

His command delivered them near a dumpster, its guts torn open and the lot before it strewn with robot parts, though she was hard-pressed to say if the teleportation had done that or if that was its natural state of disrepair.

Her cheek mashed against concrete, Rouge lifted her head. "Shadow?" Knocked out cold on the pavement, stabbing fear into her guts. _Oh, no, maybe he wasn't fully recovered …_

 **Query,** Omega said. **Why did you push his limitations?**

She had no good answer, shaking him. "Shadow? You said you were fine, you jerk! You'd better not have been _lying!"_

He blinked awake, to her supreme relief and frustration. "Keep it down," he mumbled. "They'll hear."

As if on cue, a drone zipped past. Next came the pealing echoes of an explosion softened by distance. Smoke catapulted from a building just over the horizon; these created enough of an impetus for Omega to follow. **These Marauders must be stopped.**

"Don't go too far without us," Rouge said. "Sleeping Beauty and I need a word over here."

Shadow looked up at her as she crossed her arms. "What?"

"You know _'what.'_ Now that Sparky and his school of hardknocks are out of the picture, you can answer my questions."

He pressed a hand to his temple, taking a moment to steady himself. "Then ask."

"Drop the backsass, hon. Doesn't suit you." Taking a long, rueful look at Omega's back, she dropped her tone to a whisper. "When that kid was ranting about Omega back there, he called him a Giz—"

Rouge pinched her lips thin as another explosion trembled out and Shadow turned. How convenient for him, this place fell apart at _just_ the right intervals to warrant the distraction. One of the kids was likely trashing the place. Big Blue, maybe, or Knuckles taking his temper out on the old man's machines. But that wasn't the point right now.

"—a Gizoid. He meant like the ones we fought in the cathedral, right?" she asked. "And … _'defile'_? Who talks like that?"

"Beats me," Shadow said. "But far be it to make sense of anything they say."

His recalcitrance made her bear up. "Shadow, now's not the time for riddles. Omega's got a nasty scar on his gut, you can barely stand, and I know you boys better than to think you got that way by cuddling kittens."

"Maybe you should substitute ' _Nocturnus'_ for _'kittens,'_ then."

"Please. You think they could be bothered to grow claws that sharp?" Explosion number three broadcast a faint puff. She grabbed his arm and whirled him around to face her, forcing him to keep his attention steady. "Listen, I need to know what that Consul guy said. Every word. If he's a link to the old man … "

"He's nothing. The Doctor wants us to know what he's done, he'll show of his own accord."

"If he's a link to the doc," she continued, "and the rest of the world is—"

He must have been as disturbed by that possibility as she was, because he stared her directly in the eye, unflinching in his stoicism. "I'm telling you the truth," he said. "He didn't say anything worth noting. He appeared and we fought. The rest you already know."

She had a suspicion that wasn't the end of the story. Far from. They were interrupted by Omega too shortly to continue this conversation much further, however.

 **Shadow has awakened,** he announced. His matter-of-fact tone belied relief this was the case, and naturally this confused Shadow. "My eyes have been just as open as yours. Did I miss something?"

"Yeah." Rouge tipped her chin at him. "Pinch your arm and we'll know for sure."

Shadow looked between his teammates, unsure if the two of them were sharing another one of their dry private jokes. "Why would—" He closed his mouth and shook his head, having decided it wasn't worth his time to indulge such folly. " … I don't particularly enjoy being unconscious, if that's what you're implying."

"Right." Rouge floated back up and stuck a light landing on the dumpster, her heels thudding into the hollow metal sheet. Sitting upon it with crossed legs as if she were too regal to stand atop one, she looked to the west, studying the flickering of distant lights in the horizon where Eggman held reign. "Nothing gets past you, does it, Sheriff?"

He responded with a mere _hmph_ and knocked the dust from his shoulders.

Fortunately, their less-than-companionable silence didn't last for long when Omega returned to the shade they inhabited. **Rouge's commentary amuses but is irrelevant.** _Well, pardon moi_ was her indignant retort. **Inquiring status of Ultimate Life Form.**

Omega didn't wait for an answer; he took Shadow's wrist and examined its vital signs through a red laser. Either he hadn't successfully convinced him that he was fine, or something else may have been awry.

"He's breathing, if that's what you mean," Rouge said. "Whether he's still the _'ultimate'_ is up for debate." Some dispiriting thought must have struck her then, for she briefly turned aside and muttered to herself, "Ultimate _pighead,_ maybe."

Both sensitive ears and auditory processors detected her sour note.

 **I do not understand.**

Shadow had to echo his bemusement. "What'd I do?"

He wouldn't get a fully attentive response at this point. Rouge folded her arms, still scanning the horizon for some clue neither of them was yet privy to. Soon her posture followed suit: her shoulders squared more rigidly than they had moments before, and she tapped her heart-shaped toe against the air. "It's never what you do, hon, it's what you don't do. In this case, thinking you could run around the neighborhood without your limiter and slip it past us. Omega?"

 **Indeed. Temperature range has hiked in this area.**

Shadow balked. "You were taking my _temperature?"_

"Yep. And now you're whining about it, just like a little kid." Rouge propped her chin in her palm. "I swear, the two of you get into more trouble when you're left alone … "

 **We must install safety measures to prevent overexertion.**

 _Safety measures._ The accused couldn't help but sigh, running his free hand over his head. He hated it when they double-teamed him. "Should I skip the reading and receive my punishment now?"

"Mm, not yet. You could always try for a jury of your peers."

"Not much of a trial if the both of them throw the book at you." He coughed into his palm, bringing up smoke in the fabric of his glove: a leftover gift from Ix's magical curse. His memory reminded him how the fox had inhaled the most. A pale slumberer, oblivious to the Doctor's mutiny. Sonic's fists tightening as the Doctor spoke …

Her lips twitched too sharply upward in her soot-stained face for him to believe it was anything less than sly acknowledgement. And yet a slight contradiction inhabited even that mask; some underlying emotion he couldn't name kept him from fully buying the act. She smiled in an effort to preserve something of her old self, before drawing her attention back to the sky.

"It doesn't mean anything, you know." Shadow took his hand back from Omega, which trembled a bit as he curled his individual fingers into a fist. Extending his senses through wandering tendrils of energy, he broke them off with a harsh breath, having strained himself to feel nothing.

 _This smog is no accident, I'm sure of it … though they must use that fake energy to mask something even bigger._

Rouge flicked him in the back with a light kick. "Says you."

"I do say." He glanced around, every direction seeming murky. "Just because I can't feel its presence doesn't mean it's vanished. This place is about as clear as a mud puddle."

A fourth explosion, this time much nearer than its predecessors, made Omega head for the adjoining street. **Abnormal energy fluctuations detected fifty meters west. Initiating pursuit.**

"Now look what you did," Rouge said. "Commander ain't gonna be happy to hear you forked your job over to tech support. … if he's still here, that is," she added to herself. Both the relics she'd been assigned to recover and her communicator had been destroyed in the blast, rendering her link to GUN near nonexistent. "We're gonna have to hoof it to HQ soon, get a proper debriefing on this Eggman situation. Maybe Omega can clear out the Nocturnus along the way. Get a little payback for that scar."

She sighed as the prince stood idle, massaging his wrist. Whether his tender feelings were still hurt over the babysitting quip or he hadn't finished mulling over Sparky, she couldn't tell. You didn't need a ruined world to keep you busy; between Omega raring to bust heads and Shadow refusing to talk, they'd keep her plenty occupied.

"Well, c'mon, sleepyhead. You gonna brood all day or you gonna join us? We've got some creeps to take down."

She waited a moment, her face softened at his silence.

They seldom worried about losing him. Shadow looked after her drifting form, then sauntered out of the ruined alley. When he at last broke out into a gliding skate, his hovershoes rippled the air underneath them.

* * *

 _"Missed me!"_

Soil scraped around his heels. He jumped off the rooftop and clasped Cream's hands in midair. "One more time!"

She flew back up towards the mech as it challenged them to land a hit. Whirling around, she gained more velocity upon each orbit, the air stinging them as it slapped their bodies. At the height of their spin, she released him with a grunt. "Go!"

Sonic tore through nothing once more, his landing rough as he rolled belly-first across the eave. No matter how much speed he poured at it, the Phantom faded out of existence at the critical moment. It was like nocking arrows at an invisible target; all of them bound to miss. As it wavered back in, it advanced on him, creeping, until a rock temporarily halted it, puffing in its face.

 _"Eggman!"_ came an infuriated shout from the street below. "You and me, right here, _right now!"_

Thankfully, the distraction lured the doc's attention. Reaching up with a finger, he wiped away the rubble from the _Phantom_ 's cornea as if a wistful tear had accrued there. "Well, well, if it isn't our good pal Knuckles come out to play! Aren't you cute when you can barely form sentences?"

Another rock puffed its hull. " _Try_ me, Eggman!"

 _"How can I say no to such charm?"_ Wheeling around to face the echidna, the _Phantom_ aimed its fist, which rotated ninety degrees counterlockwise and locked within its socket.

Sonic scrambled over the rooftop edge. "Knuckles!" he called as Cream and Cheese floated down, holding onto each of his arms to keep him from falling. Dust whirled thickly around them, ruffling their fur. "You don't have to do this!"

"Stay out of my way, Sonic! Or else you're gonna get—"

They were interrupted by a short-lived flame that blew forth and launched the fist at him. Pillars of silt sprang from the impact, tiding high on either side.

"That all ya got?" Knuckles gruffed. He pushed forth, perspiration snaking his brow while he muscled against its sheer force. His heels dug into the ground as he was forced backward, carving ruts into the dusty stone where he refused to budge. After a few moments of struggle he pummeled a hole through a rivet, damaging the mech's forefinger and snapping it back against the joint. "Come on! I've smashed toys that were stronger than this!"

 _"Oh, dear. I'd hate for you to be bored!"_ The doctor's tone was gleeful. _"Why don't we crank things up a notch?"_

"Wha—" Its remaining metal fingers pried open and clamped around his body. "Let _go_ of me!" He began squirming and beating against his prison.

 _"Knuckles!"_ Sonic and Cream cried in tandem, but it was too late. An electric beam shot out of the _Phantom_ 's empty joint, deploying a large magnet that reattached its fist with a metallic clang. With an overhand heave the mech swung it wildly around, as if its fist with Knuckles encased inside was little more than a yo-yo on a string.

Despite the limping of its broken finger, the _Phantom_ drew back its sparking beam. Bare volts snaked across its cables. _"Now,"_ demanded the scientist, _"someone had better cough up an Emerald, or I walk the dog!"_

Before anyone could even reply, however, Eggman snapped the beam like a whip; it arched sharply and its aftershock trembled the air so forcefully that for a moment, the dust lifted from the ground. The building it smashed into vomited rubble, revealing dilapidated, sparking insides. Electricity thrashed the air and shattered bricks rained down, enough to make Cream grab Cheese and huddle behind Sonic for protection.

 _"Round and round he goes, where he stops, nobody knows!"_ Revolving the mech's torso like some demented carousel operator, Eggman pitched Knuckles, a distant boom marking his landing.

A soft, quivering murmur briefly drew Sonic's attention. Cream was rocking Cheese as he shook his head with his eyes scrimped shut. "You two okay?"

She nodded, and climbed silently onto his back. He thought he heard a hint of a sniffle as he took off: though they knew Knuckles wouldn't go down that easily, neither one of them could bear to watch him suffer.

Dodging swings as they crashed down, Sonic hopped up a series of windowsills until he reached the damaged one where Knuckles had landed. He formed a foothold with his hands outside the sill and helped Cream through the open window, where she scanned the area.

"Cheese says he's under there," she said, pointing. He jogged over and shoved aside the rocks, revealing a battered Knuckles, who coughed.

"You alright?"

"Peachy," he said, and groaned when he saw Cream. "Aw, jeez, you had to drag the kid into this, too?"

"She found me. And besides, I wasn't the one chuckin' rocks at Egghead like a maniac."

Knuckles worked his legs out of the rubble, pulling himself out. He refused to take Sonic's hand. "For good reason. I didn't exactly see _you_ winning that fight out there."

Sonic shook his head. "Ya know, Chuckles, sometimes I just don't know about you."

"Oh, get off your high horse, Sonic," Knuckles said, stabbing a thumb toward himself. "Least I tried to do something instead of running in circles like a big blue chicken."

"Sticks and stones? Really?"

"Yeah, really! Why don't I get some and break _your_ —"

Cream thrust her hands out, halting them just as they lunged for each other. "Stop it, you two," she commanded in a voice that was oddly reminiscent of her mother's. Cheese flew in their faces, _Chao_ -ing sharp reprimands. "Fighting like this will only help Dr. Eggman. Mr. Knuckles, your stitches—"

He shut his mouth, looking away. "I'm fine, kid." He coughed. "We're fine. We're just bein' dumb."

"Yeah," Sonic said, rubbing his own arm, "our bad." Narrowing his eyes, he asked: "What'd he do?"

Knuckles still seemed reticent, unwilling to meet his gaze. Eventually he upturned his fist, revealing a dark blue Emerald.

"Was lucky I could find even this," he said. "I couldn't find Shade or the Master Emerald, and when I tried to look, I saw a hunk of land I didn't recognize. Apparently I didn't recognize it for a reason." His jaw knotted, and his hand curled tight around the Emerald. "He took everything, Sonic. Even the altar's gone."

"We can't let him get away with this," Cream cried passionately, startling the other two. "If he took the Master Emerald, there's no telling what else he might do. We've got to act before any more harm can be done!"

They stiffened at taunts from outside. The sound of Eggman's voice turned Knuckles' expression sour. "He sure loves to hear himself talk, doesn't he?"

Cream brightened. "Mr. Sonic says he didn't come with a mute button."

"Yeah, no kidding," Knuckles said, turning with a heavy sigh. "Well, Sonic, what do you say? Truce?"

He took Red's fist and pumped it as hard as he could. "Just follow my lead."

* * *

 _"Sonic!"_ The mech stabbed its broken finger at the building. _"I know you're in there!"_ Air _fwip_ ed as it wheeled its other wrist, swinging its heavy magnet in taut circles. _"Don't make me drag you out by your knobby blue ankles!"_

"All right, all _right!_ Yeesh!"

A dusty crimson shoe slapped itself onto a weakened sill. The wobbling of said knobby blue ankle followed, testing its integrity. He gripped the scaffold near the window, heaving himself up before the wooden plank crumbled off entirely, and climbed up several rungs when a sonorous _boom_ went off, blossoming white throughout his vision.

An imperceptible sidestep helped him avoid the _Phantom_ 's magnet heartbeats before it smashed through the scaffold.

More dirty tricks, though for Eggman it was business as usual. He rubbed the vision back into one watering eye until the residue from the latest flashbang dissolved behind his fist. His ears were swimming, and not even in the good way after being whipped around by the wind. If he was going to freefall, he should have just packed the darn parachute like he'd told Amy.

 _Out the window we go, Sonic ol' buddy boy. Gee-ronimo._

Still, a familiar grin curved his lips as he squatted on the mech's collar, close enough to knock on the glass of one of the pupils. Muffled echoes of the old man cursing him out emanated just beyond the thick material.

Sucking his breath in till his lungs were full to burst, he cupped a hand around his mouth. "Yo, _Eggman!"_ he shouted at the cockpit, slapping the glass. _"Nice strobes, but I betcha couldn't hit the broad side of a barn in this thing! How many eye tests you gotta fail to drive it?"_

Something bounced off the dark glass within the cockpit, confirming his suspicions; a wicked little thing Tails would have called the Larsen effect. Typically Eggman made his mechs soundproof from within the cockpit, and when they weren't, his run-of-the-mill speakers would have been rendered silent from flashbangs due to overexertion issues. He couldn't rant and run missiles at the same time, after all.

But hearing him rant made Sonic think the eyes pulled double-duty, not just to protect the cockpit but to amplify the signal from the microphone. Hollering a friendly challenge into it would refract that feedback and give the doc the grandest earache of his life. And if it did _that_ —

 _"Oh, Dr. EGG-MAAAAAAN!"_

—a rabbit squeal pitched at full-blast would _hurt._

His grin turned the slightest bit sour as ugly feedback shrieked out. From within, the doc clapped both hands over his ears, stamping his boot against the floor to drown out the shock.

Cream hovered behind the mech, her flapping ears carrying her body as she gave Knuckles a thumbs-up.

 _"That's it!"_ The _Phantom_ blindly smashed a fist into the ground. The sapphire Emerald flashed as it soared away from Knuckles, and Eggman seized it, swatting Cream away before she could scramble for it.

 _"Cream!"_ Sonic shouted. He and Knuckles saw her fly toward the ground at the same time, screaming. Enraged, the echidna threw retaliatory punches into the mech's shin while he ran to catch her.

The screaming stopped.

His heart pounding against his throat, Sonic forced himself to look up.

Curled up in a fetal position, she protected Cheese's body with her own. But that wasn't the true oddity, nor the thing that made chills erupt on his arms—that lay in the fact that she was cushioned by a luminescent aura that covered her from head to toe.

That wasn't to say she'd stopped moving. In fact, if he didn't know better, he'd say she was still hurtling toward the ground but her pace had slowed down significantly to a crawl, like a single drop of water whose frames had stopped just short of the crucial burst by a high-speed camera.

He felt shaken, as though something powerful had just interceded, and if he didn't stop gawking now that clemency would be wasted. Her ears drooped while he jogged over to catch her, and as the mysterious glow faded, let it ease her into his arms. She squeezed her eyes open, blinking hard.

"Cream." His voice cracked. "Cheese. Are you hurt?"

"The Emerald … " she murmured, producing it from her pocket and staring at it in amazement. "The Emerald protected us."

Sonic nodded solemnly. The Emeralds were capable of amazing feats; it was even said they performed miracles when reunited, though for him those very miracles were standard fare that came with playing hero. Nothing they'd done before had struck him as this eerie, this coincidental.

Come to think of it, Knuckles should have had been a lot more banged up than he'd been thrown through a window. Had his Emerald helped him in a similar manner?

Cream squirmed as Knuckles evaded various strikes. "Is he still fighting? We've got to help him!"

"Not all of us." Mortal fear flashed across her face, and he set her down. "Listen, Cream. If we keep this up, Eggman might never stop."

"Then isn't it all the more reason for us to stay?" she implored. He winced his eyes shut as she and Cheese appealed to him with clasped hands. "It's far too dangerous for any one of us to take him on alone! I know we can get through it if we just stick together, I just know it. Please, won't you let us help?"

Taking a quivering breath, he shook his head. "It's—" he began. "Not—"

"Mr. Sonic?"

He pressed his fist against his temple, his teeth grinding tight enough to burn. There it was again, that pain, blurring and shifting his focus. When he withdrew his fist, the old bandage Cream had applied now stuck to his glove. He'd have hated to think what would have happened if she hadn't had that Emerald on her …

"I'm sorry." Tails' slumbering face drifted into his mind, a mental image he kept sealed away for another time. The thought of them being alone in this place twisted knots in his stomach, but— "Knuckles was right, I shouldn't have dragged you into this. But there is one more thing you can do."

"What is it?"

Kneeling down, he placed the Emerald back in her hand, securing her other hand over it to cement the idea in her mind that she was now to be its protector.

Cream looked back up, awe and curiosity shimmering in her large eyes.

"Where do we go?"

"As far away from here as you can get."

He could handle trepidation, could grin off pain. He wasn't prepared for her reaction, blinking as he was enveloped in a soft hug. "Thank you for doing what you could, Mr. Sonic. We know you're trying your best."

His eyes widened. _We know you're trying your best._ Hearing those words spoken aloud tightened a lump in his throat. Her courage, not allowing fear to claim her but to fight in spite of it, lifted his spirits, and he wished he could do more to return the favor. He squeezed back, giving Cheese a thumbs-up. "Thanks, Cream. And Cheese, you help her kick some major butt out there, okay?"

They took off in branching directions. Sonic purposefully kicked up more dust in his tread than was necessary to cloak Cream's departure and to minimize the risk of Eggman calling their bluff. "Knuckles," he called. "Come on! Let's finish this!"

The echidna recoiled, showing a dent in the plating that he'd failed to turn into a hole. "What do you think I've been trying to do? Punching this thing's harder than cutting diamonds with your teeth!"

"Don't get discouraged! You took out one gun, maybe we can decommission the re—"

 _"Not a half-bad plan!"_ Eggman piped in. _"But is that the_ very _best you can come up with?"_ He pointed thumbs-down; a flashbang splashed between the two and hurtled up chunks of curb before Sonic could even finish.

He reeled to the image of Knuckles flailing his fists about, swarmed by that same odd aura that had saved Cream. The energy wove tendrils around him and formed a cocoon, sealing him inside. When he blinked again, nothing was there.

"What … " He patted the ground where Knuckles had stood, warm dust trickling between his fingers. Wisps trembled on the breeze of incoming footsteps. "What did you … "

 _"Oh, don't get sappy. He's been teleported, you flat-footed cretin."_ The _Phantom_ lashed its chain behind itself. _"Now it's just you and me, no more annoyances,no more distractions. And I need to repay you for giving me hearing damage."_

A gust of wind flew up in front of the mech, strong enough to make it wobble on its heels for a moment. Eggman only chuckled as he corrected its stance, while on the outside a frantic blue hornet's nest whirled around him, seeking any weak point at all with grave intent. One would never show.

 _"How disappointing: seems you haven't learned any new tricks. Unfortunately for you,_ I _have!"_

Sonic leapt for the cockpit but was intercepted. Two massive robotic hands flashed together and smashed him inside, searing pain through his body.

With speed he'd have never attributed to a mech that size, Eggman followed that with a right hook that punted him into a nearby brick wall. His impact sloughed off a fine layer of dust caked to the mortar, shock echoing throughout every fiber of his body.

Could honestly say he'd been through worse, but heck if he remembered it through the sloshing in his head. This cat-and-mouse was nothing new to him, but it was also beginning to wear down on him.

He lay stunned, warm blood churning in his ears as the mech pinched him by the ankle of his sneaker and dangled him upside-down.

Eggman flicked him backwards like a sheaf of paper. _"What to do, hedgehog, what to do? I can't have you running amok, after all, and we certainly can't play hide and seek … "_

"Like you did with Knuckles?" His lips curled through a cough. "How about you hide and I count to ten billion?"

 _"Ha!"_ The hand shook him, rattling his teeth. _"You wish you had that much time to waste."_

He knew he'd regret asking, but he hoped curiosity wouldn't kill the hedgehog after all. "What do you mean?"

 _"Dearie me, has no one broken the good news yet? It's been seven years since we last chatted."_ —seven? _"In fact, you could say I've been getting an 'itch' to squash some impertinent hedgehog!"_

With that he dropped Sonic on the ground and stomped the curb full-force.

Of course, the doctor didn't expect his foe to relinquish the fight so easily to that salvo; no, this was only the beginning, the opening note, the first line of something much grander. Nothing remained there but crumbled pieces of limestone. Hydraulic thrusters inside the Phantom's sole hissed as he removed it from the crater.

Sonic knelt beside the wreckage, his stare rigid as his jaw.

"You telling the truth?"

The mech threw its arms histrionically wide; his gaze darted toward the finger that Knuckles had damaged, especially since it now limped at a heavier angle and seemed close to falling off altogether. If he could just cut it away, burrow inside its circuitry a little more … _"Do you see my nose growing?"_

"Tell you the truth, doc, I don't think it ever stopped." Slipping one thumb under his glove cuff, he snapped it taut, slaking grime from the material. "'sides, your track record ain't exactly been squeaky-clean in that department."

Butting heads forces you to know your nemesis more thoroughly than you'd like. He'd fought Eggman for a long time, enough to know that one of his more peculiar habits—and there were many—was managing to turn every criticism into a compliment where none were intended; even if seven years had passed, this one trait remained ingrained within the man's ego.

 _"Why, Sonic, I'm insulted you'd even suggest such a thing. And to think after all this time apart, you'd have been happy to see me for the novelty, if nothing else! It's always good to change things up a bit, isn't it?"_

He leapt again, only to wisp through hot air. The _Phantom_ reappeared behind him and shot out a backhand, pummeling his body into the cement and forcing grit to bite painfully through the crevices in his teeth. Rolling over quickly, he growled and spun away just as the Doctor crushed oversized soles into the ground.

 _"Those Marauders may have been good, but did they ever keep you on your toes? Or didn't they put enough heart into it?"_

All this meant he wanted to drag out the big guns, which he did with a flourish. The mech tapped two fingers to its mouth as if to kiss them before pointing—their metal caps popped open and auto fire exploded out of them, forcing Sonic to dodge his way across the street. Heat flared against his skin with every step he smacked against the concrete.

 _"That's right!"_ the doc squealed over the din. _"With love from me to you, you little rat! Now dance like you mean it!"_

Sonic tried to recalibrate himself. Losing face is just what he wants you to do, stay calm, _just focus_ ; the ground's markings rushed past much more quickly than he anticipated. One particular bullet ricocheted so close against his ankle that he could have sworn it shaved off some follicles.

 _Focus._ No matter his mental commands, the blurriness in his head was growing worse, making his usually keen eyesight unreliable, so amputating that thing's bunk finger with one good clean shot was out of the question. If he couldn't hit it outright, he'd have to force Eggman to lie in the bed he'd made.

He pushed himself till sweat rained off him. He'd rarely let himself get this worked up, but this time there could be no holding back; he whipped around the block in taut circles to conjure a tornado from the nearby pollution. It was sluggish at its start, but once the gale gained traction it hefted up a jumble of rock, brick and piping, plucking detritus off just about every corner; bits of scrap metal twirled and slashed through the wind; even the greasy smoke that clung in thick tufts to the ground began to mold itself to prevailing gusts that edged around the mech. Soon that air funneled down into a vortex. Roaring like an awakened beast. Faster and _faster._

Chunks of an ancient oil rig sailed apart with a definite crack; the _Phantom_ 's fist snapped it in half before it could deal even a lick of damage. _"Well, that was hardly entertaining,"_ Eggman said. _"At least throw a pie or something!"_

That remark dropped the match onto his simmering temper. Sonic blazed up the rig's broken spine and soared into the air while the tornado swirled dozens of yards below him, bricks and metal hurling past at potentially lethal velocities. His ears pricked to the shuddering hiss of the turrets completing their charge. In mere heartbeats they were going to lash out, and who knew what sick kinda game of double Dutch he'd have to play then?

 _"Honestly now, the greater part of a decade and you still think I fell off the turnip truck? What kind of doddering old man do you take me for?"_ Eggman asked. _"With this ground-penetrating radar I can pick up on your every thought, including the one to send the brat away. Brilliant idea, may I add—out of the frying pan with her!"_ He laughed. _"But even then I would have known. You're far less irritating without your fans cheering you on._

 _"Sometimes you've got to lose a little to get ahead, Sonic,"_ he continued. _"Emeralds call each other, and I like to think I've gained a bit more patience for their shenanigans since the last time you stole them from me. Besides, why would I go to all this trouble of pestering you just for one measly Emerald when I can bide my time and multiply my dividends?"_

He curled up and slammed into one rotary engine, feeling his spines practically tear back material as he struggled to burrow against it.

"Couldn't tell ya!" he shouted over the pealing of metal. His tongue seeped a bitter taste that he couldn't name. "Having a go for old times' sake?"

 _"To send you a message; this is my house you've stepped in, and if you act like a rat while you're inside it, you're going to get treated like one: smashed, mangled, and exterminated!"_

He felt the control loosed from him and was knocked back once more, splashing through the gale only to end up on its other turbulent side. Sonic flipped onto his stomach to catch a glint of dangerous light surfacing through the blackened tide, and ran.

His only consolation was that Cream and Knuckles weren't here to be caught in the crossfire. He wasn't sure what he would do if Eggman kept blocking the gates, so what other choice did he have but to fight? His pride stupidly advised him to wait it out, to keep him occupied until a better plan occurred, to call some bluff or cry foul on some miscalculation that never showed, hoping that the doc was just blowing smoke here _because Eggman revels in all the attention he can get even if it's blowing crap up in his face_

Adrenaline kept him going, raw speed tightened his calves. Bullets gnawed the concrete at his heels, pelting dust and deafness in his ears. His heart pulsed in time with his fragmented thoughts.

He knew there was a slim chance this all could have just been an act. Maybe everything wasn't as it seemed.

Maybe. Maybe. But that massive doubt told him otherwise, because suddenly the doc was no longer ranting, raving, taunting or yanking his chain. Not even trying to boil his blood. There was nothing in this huge metallic dystopia to retort or deflect, none of that verbal pingpong both opponents had grown to enjoy almost as much as the battle itself. There was just the flash, echo and bang of mortars being evaded. Turrets wheezed out discharge, resculpting the decrepit landscape, and with nothing left to say he knew he had to

( _move_ )

A blazing thrill stabbed him in the guts as he narrowly vaulted more bullets erupted from the fore.

In an empty square there stood a pole, jaggedly sticking from the ground where an old PA system used to reside. Sonic grabbed it and circled around its fulcrum, till the metal whined in its socket and the friction threatened to singe his gloves. Bowing to speed, sparks ground against the speakers. He spun until the world around him lost form and shape and the air became the hot wind that drove him on.

With a rusty groan the metal bent at a steep angle and at last broke free, slingshotting him toward the man who claimed the world and brandished it like a stolen toy.

Eggman wanted him to play the game?

Just watch.

* * *

"Wait," Rouge whispered harshly, grabbing Shadow's wrist. "Do you want to get riddled with holes?"

"There isn't exactly a key," he replied. He clutched the chainlink fence that separated the alley from the entrance to a sealed-off tunnel where Omega had pinpointed the energy readings. She was getting a bad feeling that he was going to tear it carelessly open in a few seconds. "Besides, they already know we're here."

"Right, and that's why we should invite ourselves in asking the neighbors for more cups of shrapnel. Get your butt back here, Omega," she yanked on his rod belt, halting him. "Listen up, hotshots. I know you've got a beef with them and I won't get in the way of that, but do you really think barging in guns blazing is a good—"

 _"Idea? Not very. But you so seldom seem to have those, it'd be a waste to grieve."_

She rolled her eyes in exasperation as soldiers appeared on the overpass, spearheaded by none other than Sparky himself. "Today is just not our day, is it?"

They pushed the outfit as far back as the alley, where Rouge had hoped to force them into the same bottleneck they'd once been trapped in. There they could reduce the chaos into more manageable components. Although this plan deeply opposed their desire to "teach them a lesson," Shadow and Omega agreed to behave as long as the Nocturnus didn't step out of line.

Whatever that meant. She was far savvier than to take their begrudged word for it. The boys rarely upheld a promise they had no intention of keeping.

Maybe that was why half the alley lay in shambles.

Bless their hearts.

Rouge dropped low before ducking a wild swing from another indiscriminate leech blade and returned the favor with a solid kick to the head. While she preferred to engage her opponents one-on-one, parrying their slashing blades with high kicks, (a self-satisfied huff and _"That all?"_ often punctuating her altercations) Shadow and Omega's strategy focused more on inflicting as much humiliation as they could, against as many as they could lay their hands on, in retaliation for whatever slight the Consul had committed against them.

Turning around, she caught glimpse of a golden circlet in the echidna's hand. "Shadow, isn't that—"

 _"You want this?"_ asked the Consul. _"Suit yourselves."_

Setting it gingerly on the ground, he hooked one finger through the metal and rolled it in a deceptively straight line towards them. Shadow's ear twitched as it splashed through oil and scraped the cement, clinking to a stop against his skate.

 _"Fetch."_

It exploded.

The ring blinked one tiny red pinprick that wasn't previously visible—the detonation chip shaped too much like a certain face for her liking—shrilled, and blew a hole that rocketed concrete to the sky.

Eventually one soldier pulled back from the others. _"Where'd they go?"_

A forceful sigh slid through the Consul's vocoder. _"Moron."_ But he added nothing more. He nudged the smoldering crater with the toe of his boot, kicking aside the empty debris before conceding the fool may have had a point.

The quiet street betrayed no signs of living presence. Sewers puffed smoke like cauldrons, his mask not allowing him to broadcast his perplexity while he furrowed his brow. Something was wrong here.

His teeth ground on edge when slow applause sounded behind him, followed by a sultry voice.

"Brava, Sparky."

The outfit whipped around to find the three very much alive. To say Shadow looked angered right then would have been a severe understatement … but at least now Rouge understood the reason for his battle thirst.

"Nice magic trick. Luckily, Shadow here can make anyone disappear."

He caught in the bat's hand a glimmer too bright for spotlights. Twin leech blades sprouted from his wrists.

 _"The Emerald!"_ he ordered, _"get the Emerald!"_

Shadow cursed under his breath as reinforcement converged on her in an instant. "Rouge! Give me the Emerald again!"

"You're not gonna do anything stupid, are you?"

"Don't ask, just do it!"

"Oh, really? Bark another order in my ear and you're gonna wake up sore, soldier boy."

 _"Please!"_

"Fine." She heaved the gem at him in an overhand pitch and was burdened under Nocturnus. "But don't you dare waste your energy this time, or I'm really going to kick your—"

"I know what I'm doing."

"Whatever you say, sugar." _Ultimate pighead strikes again._ She delivered a swift chop to the sternum and dropped a would-be flanker. "Omega, you holding up alright?"

Another round screamed out of his wrist and caused a water pipe to burst, gushing torrents into the street that unfortunately contacted nothing but air. **These worthless Marauders are starting to annoy me.**

"Makes two of us, then."

"Count it three." Shadow swept away a bevy of Nocturnus with a well-timed Chaos Spear, then threw the Emerald back into her care.

When his bombs ran out, Omega switched to automatic fire until both chain guns clicked empty. **Primary ammunition depleted,** he lamented. **Wasted on nothing.** It didn't help that a Nocturnus seized upon this opportunity to encircle him in a mocking dance fraught with energy.

 _"Why don't you come with us, Gizoid?"_ He dodged a claw the robot lashed out. Just as Omega lurched again, he disappeared, whirling in his periphery. _"We'll make you stronger, better!"_

 _"Have you gone mad?"_ the Consul asked. _"Don't engage the Gizoid in this state!"_

The command was apt, as Omega reacted by plowing his fist through the concrete immuring the tunnel and bringing down a veritable landslide to flush out those who rushed his way. **How many walls must I decimate before you get the point?**

Shadow stopped in the middle of a punch and shoved the Consul down once more. "Omega!" he shouted. "Forget this! _Teach them a lesson!"_

 **Affirmative.**

Reverting his claws to their base states, he launched twin rappelling hooks that latched onto the Consul's helm and the taunting Nocturnus'. Swinging them overhead, he cracked them together and threw them down.

Rouge had participated in enough brawls to know that everyone ceasing their sound and fury meant something had taken a very grave turn. Even Omega was still, waiting, watching. Shadow stood slowly from his kneeling position, an errant smoke-bearing wind ruffling his quills.

She held her breath, finally seeing the reason why the other Nocturnus were edging away. So incandescent it glowed, a green substance sputtered out from their armor, turning the neon light effused within a dull gray. As it leaked onto the concrete, it effervesced the stone in a soft, frothy loam.

 _"Consul,"_ the other soldier cried weakly, _"help me."_

Much to her surprise, he responded to the plea. He heaved himself up and crawled over to the side of the one who was struggling to lift a hand. It dropped to the ground, soliciting a muttered curse.

Dropping his head, he shook the soldier sharply out of his reverie. _"For your sake, stop. I can't think if you're blubbering."_ With great effort, as if lifting a car instead of an inert body, he turned the soldier over, revealing a small orb embedded between the suit's pauldrons. It was split down the middle, deprived of fuel excepting a few drops of concentrate that hadn't managed yet to escape. Liquid freely swarmed the Nocturnus' back.

The soldier moaned. _"Don't leave me here with him."_

Shadow barred Omega from advancing.

As his superior examined the further damage done to his charge, Rouge swore she detected signs of the soldier struggling to move inside his armor and failing to miserable results. Even so, a fuel leakage shouldn't have crippled them that much.

 _"Did you hear me?"_ Panic bristled his voice. _"I said don't leave me here with him!"_

The Consul shook him harder this time. _"How do you suppose I do that, Teukros, throw you over my shoulder? You want me to listen to you when you couldn't spare me the same courtesy? Maybe you fools should keep him company!"_ Spinning around, he barked at the others, making her flinch vicariously on their behalf: _"It'd certainly take a load off_ my _back!"_

His words made her realize—these people, they weren't just fighting for Eggman, for the hope of spoils. They were fighting with that hardwired instinct ingrained in all Nocturnus, to overpower, to bully and conquer, and here they had finally met someone who wouldn't lie down to that. Somehow, they feared what they couldn't intimidate … they _feared_ Shadow.

The Consul looked down at his charge and stood heavily, smearing oil into the bottom of his helm as he ground the heel of his palm into it. _"Besides,"_ he said, the anger in his voice now wavering into doubt, _"you know I … "_

His chest heaving with ragged inhalations, he stopped, and went utterly still.

For the next few moments the alley became so quiescent, so rigidly dead, that she could feel the phantom sensations of this city rise in their place: the smoke stretching from holes in the pavement, the lungs of distant machinery that strained to breathe within it, the hum of pipes that carried fuel throughout the district like veins. Her heart beat saliently against her chest, the muscle throbbing blood in time with the eerie light pulsing in his armor.

He turned slowly around, facing Omega. The material in his gloves creaked as he drew out one leech blade, his grip so tight now it rattled the blade. The glow along its curve spilled out, its whorls burning like a flame about to extinguish.

"That's it," Shadow whispered.

The echidna ran full-tilt toward them.

Rouge stepped forth only to find her teammates had formed a shield in front of her, anticipating the clash with a clarity she would otherwise have envied. The boys never told her anything.

"What did you do?"

"It's not what you do," Shadow said, "it's what you don't do."

If looks could kill, she thought, he'd no longer have been immortal.

* * *

"Okay, help me out here. Was it bigger than this thing?"

Tails shook his head.

"Not bigger than the squiggly antenna, all right." Another tidbit bounced onto the discard pile as Amy pawed through the garbage. Eventually she pulled out something that resembled a broken jury rig and twirled its loose ends in front of herself. "What about this thing? It's kinda small … ish."

Nilch.

She sighed. "You sure?"

More insistent.

"Gosh, you're so picky … How big was it again?" She held her hands with their palms facing one another as if cradling a balloon between them. "Smaller?" Slowly she deflated the balloon until Tails confirmed its size with another nod. "I think I saw something like that, hang on … was it …

"No, wait! It's _this_ thing." She pulled out the correct component, brandishing her acquisition with a flourish. "Gotcha, ya little poop! Thought you could hide from Amy Rose, couldn't you?" Tossing it to Tails, she laughed. "Lucky for you, I don't suck at charades."

A warm wind beckoned her upward gaze. Curiously, the stacks emitted from the factory flues on the horizon pulled together, edged toward a vortex she couldn't see.

Her breath halted in her lungs. _Sonic?_

She rubbed her eyes and the black wisps cleared, wafting down in calm drifts. Whatever was happening on the other side of town was more exciting (more _dangerous_ , she corrected herself) than digging through the trash for parts to cobble together a working communicator. From that, something approached, though it seemed too bright to be a drone.

She squinted. "Cream?" Jumping to her feet, she pumped her arms in vigorous arcs. _"Hey!_ Down here!"

"Amy?" Cream grounded herself quickly. "Behind you!"

Pivoting around, she came face-to-face with a Nocturnus bolting straight toward them.

Panic fluttered in her chest. What on earth were _they_ doing here? Had some of them managed to chase them through the Twilight Cage? And if this one had escaped, how many more were there?

Brandishing her hammer, Amy shoved Tails in the back with her free hand. Now couldn't be the time to play twenty questions with the enemy. "Get in the house. Hurry!" She then blocked the Nocturnus' path with an outstretched arm, allowing Cream and Cheese to sprint inside the nearby tenement. "Hey, pal, didn't you hear? No visitors welcome."

He slowed his pace, unsheathing twin blades. _"Don't I know it,"_ he replied. _"Primitive."_

They surged for each other at the same time.

"Whoa!" Amy backpedaled, her swing halted mid-step as green light shaved air hairbreadths from her nose. "That's no fair!"

 _"Neither is having to fight someone so inexperienced. Yet here I am."_ The scout shot his foot up and with a sharp sting loosening her hand, her Piko flew overhead. She was parried by a cross-swing when she reached for it.

"My hammer! Give it _back_ —"

"Amy, come on!" Tails croaked in a voice that startled Cream, offering his hand through the open door.

With a desperate glance backward, she lunged for it, only to be intercepted by a fist the Nocturnus shot out. He seized her by the ankle and dragged her down, causing her to tumble halfway on the threshold and land on her stomach with a brief scream.

Cream cried out. She and Tails rushed in time to grab hold of each one of her hands, though it took their doubled strength just to keep him at bay.

"Oh, now you asked for it—let _go_ of me, you creep!" Amy bucked and thrashed, stabbing at the Nocturnus with the heel of her free boot but failing to contact armor. After a few moments of struggling like this she couldn't take the tension pulling her from both ends. "Don't stretch me, you guys! I'm not a piece of taffy!"

"We're— _really_ sorry," Tails wheezed.

The Nocturnus drew back a blade.

Her mien tight, Cream unleashed a firm command: _"Sic!"_

Cheese shot onto him in a frenzy, breaking his hold as he attempted to smack the Chao away. Amy tumbled into their laps. Cheese evaded a downwards chop and flew back in, and Tails shoved the door into its jamb, snapping the deadbolt into place.

That wasn't the end, though. Far from. Amy glimpsed behind her shoulder and gasped; she threw herself over Cream as the front window panes shattered around them. The Nocturnus vaulted the wreckage and leapt onto the carpet, the dust that rose flouring his jackboots.

As the curtains flapped against the hot, liberated wind, he studied them the way a predator would study prey. Rising to a full stand, he flicked out his retractable leech blades. The motion shot a chill down Cream's spine.

He ran toward them.

To their horror, Tails also turned and ran. Amy pulled Cream up and the two stowed inside a staircase closet nearby, Cheese latching the flimsy clasp just in time for a leech blade to gouge a major rut in the door.

"Tails, what're you _doing?"_ Amy cried, then pointed. "Quick, start putting things against the door!"

They scurried behind a bureau and strained to bar its weight against the siege, though that did little to alleviate the flurry of slashes and cuts the scout leveled at the door, each one poking more light through the dark. Cream shoved out one deep gash and covered the hole with her hands while Amy pressed her back against the bureau to keep it from budging on its hind legs.

 _Bang._ The girls ducked their heads to avoid another gash, loosening the bureau's hold as it rocked. _Bang._ Splinters rose on the fringes of the lacerations like bristled hairs. Each passing moment weakened the door's structure a little more.

"What do we do?" Cream asked. "We can't hold him forever!"

Amy grimaced. "We're gonna fight if we have to," she said. "On the count of three. Ready?"

She had just drawn in a breath to begin when the door snapped back on its hinges and flew wide open. Their visitor barged through.

 _"Cream!"_

Amy rushed in front of her, wielding the door's pitiful remains as a shield as the blade crashed down. A horrendous crack and a shower of splinters made Cream wrench away, fearing the worst. But by some miracle the door held; they were still alive, though terrified.

Amy clutched its jagged halves, now little more than two glorified planks in her hands. She stared dismally at them, fighting off tremors of incredulity while the scout addressed them.

 _"If you didn't wish to get hurt, you should have kept to yourselves."_ He pointed at Cream, who flinched. _"Where is the other one?"_

"Like we'd tell you," said Amy.

 _"Excuse me?"_

"You heard." She turned away while the scout took the opportunity to encircle her, unwilling to let them slip from his sights; as he did, small pieces of wood crunched inside her tightening fists.

With a stout flick that was no means friendly, he knocked Amy's hand open and scattered the chips to the floor. Cream gaped in the closet's darkness, clasping both hands over her mouth.

 _"Either you play nice, little girl, or not at all."_

That sparked the fuse. Amy barreled forth with her free fist—and when he countered by catching it just as it flew for his head, she used the opening to drive a knee between his ribs. Several jabs followed, speed blurring motion, but it became difficult to register every individual blow through those that ensued.

She fought ferociously without her hammer, even though it became painfully clear from her various outcries that it hurt her hands to even drive scuffs into the echidna's armor. During a careless overhand punch he seized hold of her wrists, headbutted her twice and left her to slump against the wall.

 _"Amy,"_ Cream cried. Climbing over the bureau, she grabbed her friend's hand and the two watched the scout backflip onto the balcony above them. Leaning in a catlike crouch, he cocked his head, his soft chuckle emitting static.

 _"All too easy."_

Just then a grinding howl erupted from his suit. Amy instinctively hugged the others, the three of them huddling together to block out the electric banshee scream that shrilled unforgiving in their ears.

Inch by inch, gravity bore down on the scout. The leech blade in his left hand fell, followed by the right.

As the sound wore on, slowly, almost reluctantly, he staggered back and dropped to a steep kneel against the railing, grunting in pain. The light in his blades blinked gray for a moment before he managed to fumble his grip around one handle.

When the noise ceased there was a terse moment, dust wandering in through the hazy red outside. Compressed panting sounded much like crackling feedback. Cream shuddered until she felt Amy's embrace pull away.

Tails appeared from the far corner. One eye winced shut and his right hand plugged a finger in his ear. In his left, he aimed a strange black device that looked like a rib-handled spot torch attached to a trigger.

The scout leapt for him and he pulled the trigger again, unleashing another sonic barrage that knocked him back, cracking one of the railing pillars under his weight.

 _"You little freak!"_ A strangled cry tore from his throat as the scout whipped his blade around. _"You're gonna pay for that!"_

Instead of eliminating its target, however, it shattered a nearby terra cotta pot into pieces. The brittle foliage it contained fell with steam curling from their shriveled blooms. Unperturbed, Tails kept the device aimed steady as if nothing had happened at all.

Amy seized the opportunity to act. Leaping up the stairwell, she elbowed the scout into the wall and kicked his other blade off the balcony before he could scramble another offense.

"Buddy, the only freak I see around here is _you_ ," she said, "and you're gonna get yours if you don't knock it off! Hit him again, Tails!"

She pointed and the mysterious process was repeated. Immediately the scout relented and doubled over. His hands clutched at his temples as he once again sank to a kneel on the floor, struggling simply to maintain his bodily composure.

Cream found no pleasure in the thought of any living being receiving pain. No matter how deeply their evil may have merited it, the concept remained foreign to her and always would. But she knew that sometimes giving pain was all one could do to ward the proverbial torch that would stave off the wolves—and, was it wrong to say she felt relieved?

Her mind recalled Knuckles, stuck under the rubble, being thrown about at Dr. Eggman's whim like a toy. Maybe if she acted now, she could prevent more people from getting hurt—

"Cheese, now!" Balling up her Chao, she pitched him forth. As he tried to swat him away she leapt up with a high kick, punting him into the carpet's folds. The three converged on him, ready to pounce at once, but this time he lay inert.

There was a rough snort. _"I don't need to waste it on you,"_ the scout said, and disappeared in a flash of light.

The silence that followed suffocated.

" … Cream?" Tails called tentatively, and coughed into his fist, his voice rough in his throat like gravel. "Amy? You okay?"

"Better than that jerk's gonna be, that's for sure." Amy _hmph_ ed once in their guest's former direction, wrinkling her nose in no subtle attempt to broadcast her distaste. She'd always disliked the Nocturnus one way or another, thinking them too arrogant for their own good. She was rubbing one arm idly, though, so perhaps she hadn't been entirely unmoved by the scout's admonition.

"Amy … " Cream said, "you're hurt."

"I am?" She touched a patch of fur over her left eye that had started to swell and grow a shade more purple than her natural pink. "Gosh, I guess so. I'm just glad he didn't knock any of my teeth out. How embarrassing would that be?"

She also caught patches of a rusty hue stiffening the material of her gloves. "Your hands, too—" she began, but was dismissed with a weak smile while Amy rubbed at her knuckles with one finger.

"Don't worry about it. He fought too much like a wuss to make it hurt, anyway."

Deciding that Amy wanted her to be satisfied with that response—though on the inside she couldn't help but cringe—Cream looked back to Tails, who had perched himself on the top step and was examining the device's components with a similarly detached fugue. It seemed everyone was now winding down, splintering off into their own thoughts. Not that she would blame anyone. Exhaustion slowed her limbs where with Sonic at her side, adrenaline had been an almost constant spark within them.

Cheese wriggled his way under her wrist, nudging close to the Emerald hidden in her dress pocket. His timid _Cha-o_ as he nuzzled his cheek against it was quiet but weary.

Cream stroked his head. "I know, Cheese. You did very well with helping us." She gave him one last reassuring squeeze before setting him airborne. Cheese yawned and rubbed both nubby arms over his eyes, and she took the opportunity to adjust his grimy, crooked ribbon. What would Mr. Sonic say in a situation like this? Something like— "Just a little while longer, okay?"

"Someone must have lived here." Amy's voice cut the silence at last. "Look. They didn't even have time to take their pictures with them."

The young girl turned to see what her friend was pointing to. A painting lay propped against the wall in the corner, its frame warped, its canvas slashed apart and its insides peeled out, yellow sheafs curling stiffly outward. Beneath it glinted small shards of glass.

Though she couldn't imagine who would have been able to salvage a painting that damaged, she said, "Those poor people."

Amy ran a finger along an old radial telephone that sat on a gnashed side table just below the ruined painting, drawing a single line of cleanliness in its black plastic casing. Her mouth twisted into a grimace as she tried to rub the dust from her fingers. "They're probably better off not living near Eggman, though. I know I wouldn't want _him_ as my neighbor."

Cream glanced softly up at Cheese, sharing the same unspoken thought they'd had ever since they went up into space. They'd left home to save the world, a priority which always topped their list no matter how they diced it, but … this painting … this faded carpet whitened by years of boot tread … Its gold-tasseled diamond pattern reminded her of something _she_ would have knit.

She hadn't truly realized how cold it could get on a spaceship, had she? She hadn't thought to check. She hadn't thought of anything. Hadn't changed her clothes, hadn't packed a lunch, hadn't gotten a coat or a scarf or a toothbrush, crayons or her favorite pillow. Hadn't fixed Cheese's crooked ribbon after Sonic had graciously carried him back to her from his entrapment inside a dusty temple. Her mother's counter was bereft of a note …

 _We just … left …_

Her throat constricted while Amy unlocked the deadbolt and retrieved her hammer outside. She shook her head, knowing she must continue to be brave for the team's welfare, if just for a bit longer. It wouldn't do anyone any good not to keep their wits about them, if their most recent skirmish was anything to go by. Besides … it wasn't as though one house represented _every_ house. Right?

She looked at Cheese as his wings beat back dust motes. Then slipped her hand inside her dress pocket and squeezed the Emerald she'd tucked there for safekeeping, pressing her fingers against the glass to feel its reassuring warmth press back. Sonic entrusted her to guard it from that awful Eggman, and she was determined not to fail him again.

A sacred gem could only do so much, though.

 _Mama …_

The door squeaked open. "The Nocturnus keep leaving their stuff lying around like this, I bet Tails'll feel like a kid in a candy store." Amy's voice startled her out of her reverie, prompting her to stuff the Emerald back down and smooth her pocket.

But that was what she usually did when she was nervous: talked too much to fill Cream's lack of conversation. It wasn't anything out of the ordinary, so why did she feel jittery as well?

Despite knowing that Amy wouldn't have seen it at all, Cream still suffered a twinge of guilt at having to hide the gem. It wasn't that she didn't trust her friends—but if that scout had laid eyes upon the jewel, the situation could have had a much different outcome. She wasn't sure if she'd have been able to bear it, if …

Keeping artifacts with the potential for unlimited power inevitably gave some people control issues, but Cream hadn't a self-serving bone in her body to consider anything but its welfare. She imagined having to hold the Emerald away from a bunch of snatching hands.

Playing what-if would only compromise that. The only way to keep it safe was to keep it close … and, she hoped, with any luck, her friends would understand.

Amy decided to venture elsewhere. She picked up the fallen leech blade by its handle, gently blew off a whorl of steam pealing from its curved edge, and turned it to examine both sides. "Weird when it doesn't glow like that. What do you think it actually does?"

"Ummm." Although she knew Amy was simply making idle conversation, she preferred not to explore the implications of this one, judging from the flowers crushed underneath the remains of the shattered terra cotta. "Maybe we ought to leave it alone until Tails says it's safe."

"That would be wise, wouldn't it." She dropped the blade with a sigh. Useless now. "I just wish Sonic were here." She let that thought trail off, her voice much softer as she studied the way the light trickled through the hole in the window. "I hope he's safe."

"Amy … " Cream said. "I—"

She had traipsed up the stairs. "Tails, where's your mask?" A quick glance found it sitting on the carpet beside him. Picking it up by its plastic strip, she dangled it in front of him so it blocked his view of his work. "Here, you crazy lil' poop. Put it back on." He shrugged it away. _"Tails."_

"Don't need it," he hoarsed as he wiggled a screw loose with his thumb. "'m okay."

"Like heck you are!"

"Fine," he insisted. "Really."

"Oh, yeah? Prove it. Sing the alphabet." Amy put one hand on her hip. "Backwards."

Cream wandered up the steps, cradling Cheese in her arms. "Mr. Tails, you ought to take care of your voice. You can lose it if you're not careful."

He looked confused. "But—"

Amy bore up on him, arms crossed behind her back. "Listen here, little brother," she said sweetly, laying a delicate glimpse of steel upon the last word, "there are two ways we can do this. Either you take that mask and put it back on like you're supposed to, and keep it on, or I staple it to your big fat head and we won't have to keep bugging you about it." Batted her eyelashes with a smile, the picture of innocence. "No pressure."

He shook his head and flinched as the plastic cup smacked him softly in the back of the head.

Amy stuck her tongue out at him, making Cream giggle in spite of herself. _"Dork."_

* * *

The Consul swung, cutting air.

"If you kept your eyes open, maybe you could hit something." Shadow ground his fists toward himself and then shoved them out.

It was like a wall of air had caught the Nocturnus and exploded, propelling him back, pelting him with debris. He flew back into the crowd, which caught him and likewise shoved him back into the fight.

A flurry of strikes lit the encroaching dim. The Consul kept swinging, blindly, furiously, only to nick a small wound on his cheek.

"Huh. Not bad." He wiped the light smatter of blood and flicked it away with a terse whip of his hand, a cutting smirk curling the corners of his lips. "Shame you'll have to wait a hundred years to do it again."

 _"You're absolutely right,"_ said the Consul. His voice was like flint, each word striking hard upon the other. _"But who holds the numbers here?"_

"Hmph. There's no strength in numbers."

 _"I'll have to have that carved on your tombstone, creature. Vee, fall back! Forward front, move!"_

He saw them advance around them, the statues come to life, renewed in their vigor. Pouring out into the street to fight them tirelessly, with no end in sight, again and _again_ —

All he did was throw out his hand, with no conscious intent behind the gesture. But this time, a much more reckless, blinding burst of light thundered out, flaring them back. He stooped low, shuddering.

"Shadow!" Rouge ran to his side. "What happened?"

He wavered under her shoulder. "Don't know … " Shaking his head, he pressed his trembling hand to the concrete. "I don't … "

 _"I'm no soothsayer, but I can tell you what's going to happen here and now."_ The Consul tossed aside his leech blades and unsheathed his energy dagger. _"You thieves are going to get buried together!"_

Rouge scowled. "Honey, you've got no idea what a real thief can do."

She flew in carrying Omega, having tagged them in his stead. Taking on not only the Consul but the rest of the armament, amid a sea of unstable energy eager to maim.

Shadow leaned against a sheet of torn chainlink, breathing hard. More lashing claws, more kicks demanding extra exertion, more dances wreathed with energy. The paroxysm left him weaker and heavier than he could ever remember being, his limbs aching for rest. But he couldn't have the others fighting his battles.

Clambering up, he walked forth on unsteady feet. He poised his finger at the clasp of his remaining inhibitor.

"Rouge," he ordered, "take Omega and stand back. I'm going to wipe the floor with these pests and their self-appointed king."

Rouge's eyes widened. Meanwhile, the Consul sidled in front of Teukros, his stance coiled to take the hit while he wielded his dagger. _"Have at it, creature. Don't look surprised when we bite back."_

"Noted."

Shadow kept his inhibitor on, instead deciding his naked hand could still make do. If this fake energy operated anything like its real counterpart, it could be manipulated. It could be stolen. He thrust his palm outward, fingers crimped. Only one way to confirm his hypothesis.

At first, a few Nocturnus simply laughed: their ignorance mixed with condescension.

Soon that laughter dissolved.

Shadow crushed his hand toward himself. The dagger dissolved, and the light in the Consul's armor swarmed out like a liquid jet, swirling in plumes toward him, orbiting his hand.

The echidna grunted as his energy depleted and plunged, his body suddenly too heavy and rigid to move from its place cemented to the ground. He snapped his head up as a translucent shadow blanketed him.

"You still want to play games, Consul?"

He kept his hand as steady as he could, not daring to agitate the energy but not wanting to relinquish control either.

More flowed out. The process grew an instinct of its own, like moths fluttering thoughtlessly toward a beacon.

This strange energy linked them in a way that felt like the boundary between their thoughts was negligible. From the boy himself, there was nothing but a bitter anger so hot it prickled. Even with the exchange tipping in Shadow's favor, he could feel grainy limestone stab into his kneecaps as lucidly if he knelt there himself. How sheer air could crush the flesh at a moment's notice.

He pushed forth. His arm burned, but he jerked his fist again and the common thread they shared yanked the Consul forth like a helpless marionette, forcing him to kneel low in front of his men. The boy inside shivered, humiliation and ire pumping his heart.

 _Please don't._

A different voice in his mind startled Shadow. A more desperate voice. Fearful. Concerned.

( _crying?_ )

( _since when do Nocturnus cry_ )

Maybe it was an illusion, some trick between ear and brain, but he swore from the one called Teukros he'd heard muffled, shuddering breaths begging him not to, not to harm the Consul, he didn't know what he was doing. But he couldn't let go, couldn't stop, couldn't breathe until the danger threatening them all was eliminated.

( _please don't leave me here_ )

Another voice. _"Hey. Stop this. Stop it. What are you doing? This isn't good for you. Snap out of it!"_ Forever his voice of temperance, Rouge shook him out of his trance. Upon her touch the link severed, the tether that had anchored the Consul now slithered loose. Pure spite sprang him to his feet, and he intended to repay the favor in full.

Shadow's gut instinct overrode his reason. He put up a hand to shield her from the impending swing. With a cold shock he realized he'd raised the wrong one again, the wrong channel for the energy to flow through—and couldn't correct the error until some foreign thought commanded _Away!_ and another, even bigger explosion of light erupted from him, engulfing everything.

He wrenched away just in time for Rouge to yell something at him, but he could only hear it as a deep-sea diver registered voices through water. A murky impression of a panicked noise, too late to perceive the danger apparent to those on the outside, those not submerged, those who fear from above the surface.

There was a deafening silence.

"Rouge?"

A hiss answered as coherence swam back to him; in his periphery, a droplet of liquid energy cut a rivulet through concrete and frothed small white bubbles, forcing him to sit up. Asphalt stank in his nostrils, smoldered in a blackened ring of singe around him, and as he shifted, streaks of ash trickled from him as if he too had burned. Just like the aftermath of Ix's magic …

( _but that's not possible, it can't be_ )

At his foot lay a motionless Nocturnus, energy splashed around its armor. The Consul? No, Teukros. Light pulsed through his rivets, though dim. Slow in its cadence.

He touched the helm in a safe place, which hummed and announced in a calm female voice: _Auto-recovery in progress._

Truth be told, he'd never witnessed one unconscious before. The vanquished usually disappeared in a convenient blip, called back to the Cage. The soldier inside would be fine as long as he had energy to spare, but … he raised his naked hand, unable to feel anything within but a prickling residue.

 _Everyone's vanished._ That gnawing sensation of dread made him clench his fist. He had to control the tremors now or else they'd deepen with time.

"Rouge?" he asked with a little more force, his voice echoing off the walls.

Buzzing caught his attention.

"Omega," he breathed, clambering toward the robot that slumped against a pile of broken cement and chainlink. Steam purled in wisps from a gash in the back of his headpiece. Shadow grasped his shoulders, jostling him. "Omega, I'm here. Say something." Only feedback from a severed radio connection replied. His fault. _His_ fault. _"Omega!_ … damn it … "

He bowed his head.

And in the remaining silence, the radio crackled.

* * *

Glass splintered as he slammed against a window. The shock doubled the rattle in his frame when someone else crashed into him.

 _"Get off me!"_ He shoved the sentry aside and leapt to his feet, which knocked over a bucket of mops and sent ammonia dribbling through gummed crevices in the tile floor. Electricity flickered in and out from a blown florescent panel in the ceiling, and a steel door before them held a sign stamped in yellow-black stripes. MAINTENANCE.

 _"What in … "_ He snapped his head up. _"That thing induced Chaos Control again. Where did it go?"_

 _"Consul, I don't detect any alternate vital signs in this area."_

 _"Nor I."_

 _"Are you telling me it blew itself up? Is that what you're saying?"_ He tore off his helm and crushed it between his hands. "Damn it! This wasn't supposed to _be_ some wild goose chase!"

"Please, don't be angry—"

"Oh, indeed. Tell me to heel. See how well that fares for you." Contempt glittered in his pale eyes. "Just look at the wonders it did for Teukros."

"He didn't have the—"

"I _know!"_ He hurled his helm at the wall and hooded his face with both hands, taking a moment to collect his breath. His ribs ached, and already he felt thoroughly battered. Teukros had always protected him in situations like this, even when it became clear he no longer needed such help.

A threat nearly unraveled them today and he didn't reciprocate that trust, didn't protect him as he was supposed to. His words to Teukros instead oozed anger and fear instead of comfort …

"Consul," said the sentry. "If I may offer a suggestion?"

He said nothing.

"What about gas? Certainly they can't escape inhalants."

"Hmph." He pinched his lips together. "Right now I'd sooner trust a child with a bomb." With a terse sigh he trudged across the room and picked up his helm, dusting off its coating of glass bits. "Gas is only a stopgap measure at best, much too unreliable. We need to force them on a path toward us while making them think they're doing it of their own accord. We need to cut off pipelines."

"Can we afford that kind of waste? … The Doctor will be immensely unhappy if we touch the coolants."

"Which is why we're not going to, are we?" A sharp slap upside the head corrected the sentry. "I'm talking about staunching the outflow. Separating the recyclers from the distribution centers so they _don't_ —for heaven's sake, why am I even talking to you about this? Where's Teukros when you need him?"

The guard spoke up then, brave soul. "Dry them out, you mean."

"That's the general idea, very good," said the Consul. "Make them seek fresh water where we want them to." He paused from refitting his helm as a stray glimmer caught his eye.

That creature's precious Chaos Emerald was wedged inside a gap, in a sealed hatch in the floor beneath a sparking circuit breaker which led to an underground electrical closet. A bolt of electricity skittered across the glass.

He shouldered his way between the others. "Move aside or get fried." Grabbing a broom from a nearby supply cart, he stuck the plastic handle under the jamb, the heavy door straining under his efforts.

He ground his teeth together and pushed against the sheer resistance, now magnified by his compromised armor. _Come on, you stupid thing, do your duty and move._ He snatched the Emerald before the handle could snap off completely, which it did just as the cover slammed shut, revealing in its brief flash someone trapped inside.

The bat.

He narrowed his eyes. Why hadn't her vitals registered? Perhaps their monitors needed finetuning, but given that she was lying so close to exposed circuitry, there was a possibility however slight—

He whirled around. "What are you waiting for, a song and dance? _Check to see if she's still breathing!"_

They froze until he made a lunge, which moved their feet. Those he managed to snatch seldom liked the experience.

It took four of them to pry open the same hatch and two more to extract her. Once she was dragged out and laid on the floor, the guard placed two fingers against her carotid and delivered a curt diagnosis. "Simple unconsciousness."

He exhaled somewhat. So there was a pulse; didn't mean they were in the clear. As much as he tried to convince himself it was the bat's fault for stepping in his way, he couldn't help but feel responsible. Despite the reckless choices of that thing she called a friend, she couldn't control where she wound up, and, if he'd suffered the misfortune of landing a few mere feet away, he could have laid there in her stead … even Teukros, perhaps.

"Is that all? How very silly of me to worry," said the Consul, placing the Emerald over his heart with a note of sour cheer. "Gods know _nothing_ unfortunate has ever happened to an unconscious person. But just because you survived this long with your brain pickling in a jar doesn't mean others can." The sentry snickered until he shut them up with a death glare. "I suppose we've got to get her detained before she rouses." He rubbed his shoulder where she'd kicked him, still a bit sore. Shame that power had to be put to waste defending something utterly unworthy of such protection.

( _Stop it with the sentiment, you fool. Teukros is fine. Focus_.)

"And the hedgehog?" the sentry asked. Behind him, the guard swept another supply cart clean to form a temporary gurney for the bat.

"What about it?"

"It could be a problem if it's wandering the premises."

"It's not _going_ to," he replied testily, tossing the broom's severed half to the floor. "Without the Emerald, it won't have the energy. I doubt it will even be able to walk."

( _Don't sound so certain._  
 _You know that thing could draw power from you_  
 _and it will not stop_  
 _until you are all like_ )

"Teukros?" asked the sentry.

He stiffened. "All the Doctor wanted was for us to implant the killcode. The rest was optional. Judging by how you all reacted, I'd say his reasoning was apt. This was an absolute disaster."

"His reserves may not last—"

"What a coincidence! Neither do your silences." _Go ahead, laugh._ He could use the distraction. "He'll be fine until nightfall, if you're so worried about it. Now does anyone else have any more brilliant gems to add, or can we move this along?" he asked impatiently, turning to the guard as he finished his work. "Provided your friends don't fail the simple task of locking up a warm body, you can take the Emerald to the dispersion chamber and make sure it's secured. Today's nonsense is _not_ going to happen again, do you—"

The unit who had taken the Emerald pointed at him. "Consul?"

Indignation flared inside him as he cocked back one fist … followed by something more sinister when he realized one of the pauldrons connected to the energy converter embedded between his shoulderblades had dislodged.

He jerked his arm once, twice. It moved loosely; its lower point had stabbed inwards where that Black Arms creature had blown him into the wall, puncturing the orb nestled within. As a result, the fuel's liquid concentrate was leaking out of it at a slow bleed.

They all seemed to watch in tandem as one droplet glided down his elbow, heedless, and hissed on the floor.

"Consul," the guard said again, "are you—"

"Fine." He staunched more from following by clamping a fist around his arm, and cocked his head. "Happy?"

* * *

Water dripped.

Shade's consciousness shivered alive the precise moment an icy plunge stabbed her cheek. The droplet trickled a path inside the grooves of her armor, chilling the flesh it contacted.

She looked down amidst a tinkling of cables. Her helm sat on the floor below her, surrounded by a pool of water fed by a neglected pipe leak. As she reached toward it, she realized metal restraints kept her bolted to the wall. Gripping her fists tight, she bucked her arms against them, until—

"Wake up, straggler."

The restraints unhooked from their sockets, leaving her to sprawl to her knees.

A Nocturnus stood before her, trailed by a caravan of solemn souls. Smoke and dried oil caked their armor. One of them carried an Emerald and averted his gaze as soon as he detected her stare.

Their leader was young, even younger than she to be delivering orders. To her growing curiosity, he was also clutching his left arm as if it were broken. When he bent down and picked up her helm, she saw the four circles on his own, the largest in the center bisected, indicating his station—which station? It was like a strange language, uncannily similar to her own, but garbled enough that it might as well have been foreign.

He threw her helm at her. "Listen here. Whatever foolishness you may believe, your allotment doesn't renew through osmosis. Get your tail to a working station before any more idiocy breaks out today."

He then grunted slightly, gripped his arm with a little more force and lumbered to one side, as if a weight on his opposite shoulder leaned him askew and made him tilt in a drunken sort of way. Apparently he wasn't fond of the sensation, for he barked at the others to keep up or be left behind.

Shade couldn't help but bristle at the irreverence. Did they all speak like this? Or did they do it when they thought none of higher rank was monitoring their every word?

Whoever she'd become in this current life, she didn't know. What she did know was that Procurator Shade would not have stood to be addressed in such a manner. She of the Nocturnus, second but to the Imperator himself, would have renewed his understanding of the pecking order, not for sake of her own pride, but so everything once more became painfully lucid.

She noted something else. The leader shrugged off help and departed without the rest of his caravan; an odd substance trickled down the back of his arm and onto the metal walkway, its trail sporadic and jagged like blood, though it hissed like steam.

Once they disappeared, she took the time to gain more insight on her surroundings. An intricate network of pipes and fans sprouted from the ceiling, whirring together in some sort of industrial labyrinth.

With bated breath she walked toward the viewing window and beheld the ancient altar of Chaos. Though she'd never seen it before, even she knew something about it had been leeched, gone awry. Its battered pillars stood within a pool of silvery liquid that encompassed the entire floor, contact with which was circumvented via catwalks and sliding platforms.

Mirror-like, the pool showed green at its rippling edges, warping the reflections of the Nocturnus who passed it by. Cables floated atop the surface as they cascaded down the altar's watery steps, their thick rubber sheaths seeming to pulse slightly to her.

The Master Emerald sat in its center, the source of the green fuel. Was it her, or did the Emerald's glow throb weakly, almost anemically? Something within it had faded, for its light struggled to maintain even a feeble hold on the room, as more soldiers garbed in strange armor swarmed around it like worker ants.

"It's this way."

"What is?"

"The refueling station," the soldier said, the one who'd averted himself. "This one doesn't function the way it used to." The Emerald burned bright in his hand, a small sun of its own. Its glow pulsed softly in time with the Master Emerald's, its inner core dimming and flaring as if called to join the host's mysterious synchronicity. "Provided you haven't already exceeded your allotment, of course."

Shade deliberated her choices, scant though they were.

"Yes, er. I must be more lost than I believed." Locking her helm into place, she decided to follow along. Going undetected as a fraud was better than being exposed from undue pride, and truth be told she hadn't the slightest idea where to begin searching for the others. The Emerald would serve her no purpose in this quest, but judging from the ruthless way the Doctor so attempted to drain its controller, she supposed it also had to be kept from his grasp. "Would you mind leading me there?"

Time did not favor her now. Her warp belt had to hold out until she finished her business here. Maybe this refueling station would aid her in that regard. She had to grasp that hope, cling tight.

The soldier gave but a solemn nod. When he turned and began down the corridor, she noticed an oddity on him she neglected to comment: a curved tail.

They began up an ascending walkway that was bordered on the right by more thick glass when her escort stopped. He stared at the Master Emerald for what seemed a bit too long, deliberating something. Whatever occurred to him must not have been a terribly pressing matter, however, for he went on carrying the smaller Emerald without another word.

As they walked through this strange habitat the Doctor had built, she reflected upon the name the leader had sneered at her. _Straggler._ A name reserved for incompetent fools, called out in passing and probably wouldn't be given another thought. It was most likely already forgotten.

All anyone had in this world was their name. By rescinding hers, she'd abandoned her place at Ix's side. Try as she might to deny it, some piece of her had been lost back at Nocturne. She could not respond to it, would not respond, had shed it and cast it aside and was now insubstantial in its absence. Given the current state of the world, it probably didn't matter.

Did it?

Shade discarded that thought as they crossed the long, razor-like shadows cast by the pillars above them. Several doors admitted them through a bevy of labs.

In one particularly cold room, frost crunched their steps. Here stasis tubes contained robots shaped like hedgehogs in various stages of evolution, each incarnation more virulent than the last, growing away from its organic base toward more snarling, belligerent designs. Looking at them, she couldn't help but think the Doctor's hatred of Sonic had grown into something more sinister than a mere rivalry as he once said.

Motion stirred underneath the floor's frosty tiles. Though blurred, she caught someone pushing a gurney atop which lay a white shape … _Rouge?_ … and on another, a red splash, _Knuckles_ … They disappeared around a corner, behind a heavily fortified door where two guards stood posted.

Shade waited until the soldier ahead of her busied himself entering a door code to strike. He reacted more quickly than she anticipated, however, and tried to roll her off his back.

Bucking him, she clamped her legs around his waist and drove her weight down on him, which shoved him against the glass and knocked the Emerald out of his hand.

She nailed her elbow into the vulnerable plane between his shoulderblades, took his own leech blade as it arced out and held it tight against his throat.

 _"Don't—"_

"Then don't give me a reason to," Shade said. "Who do you work for? Are you a defector?" And when he didn't answer: "Where are they taking them?"

She didn't know what kind of response she expected. Instinctive hostility, maybe. The ferocious calm he exhibited under the light's humming edge as it approached him reminded her of Sonic … who could have been anywhere now in this factory. Anywhere in this forsaken city. She pressed harder.

The soldier squirmed a little from the extra application, but otherwise remained impassive. "Unfortunately," he managed, "I wouldn't know any of that."

"Why not?"

"Because I can really only tell you one thing."

She hesitated—an error under other circumstances her lord would have berated her for.

But …

She was nameless, wasn't she? The maxims and the customs, the war protocols, they no longer applied here in the Doctor's world, under the protection of false Nocturnus. She may have had no name among her own people, but neither did they.

Shade relented her hold just enough to allow the unknown soldier purchase, figuring she could stamp him down if he threatened combat. She wasn't prepared for what actually happened: where instead he lifted his helm to reveal a chameleon's somber face. In his reflection in the cracked glass, his eyes glowed the same sun yellow as the Emerald on the floor.

"My name," he said, "is Espio."


	2. Chapter 2

**A/N: It's time for more sequel shenanigans.**

 **The first chapter is unfairly long, so from now on, I will try my best to keep future chapters clipping at a decent pace. POVs will also rotate between chapters so the reader can focus on a few at a time instead of having to juggle eight or nine at once.**

 **Reviews, comments, and CC are appreciated.**

* * *

 **II.**

 _You got this._

Sonic panted. In. Out. Each breath he took scraped his throat; it seemed like all he could do to keep the nausea at bay. The heat pressed down so hard it felt like sandpaper chafing his skin.

He raised one ear for the sound of the wind breezing through. Couldn't trust his sight in either eye, not the good one or the swollen damaged one. He couldn't anticipate when the smoke would coalesce into the _Phantom_ , only to shoot out a thousand pounds of steel into him seconds later. Peppered with bruises and throbbing heat from every one, his body begged him to stop, but he couldn't rest. He had to keep going.

 _Come on, Sonic._

 _You got this._

He balled his fists and pushed himself once more into fighting stance. Scrubbed the ooze from his shiner with the back of his wrist. Squinted at the haze.

Dust wafted along the remains of a ruined street. Melted wires snapped from damaged transformers. The sparks rippled toward him as if the threat they posed was dreamlike.

His bad eye welled with liquid—and he dashed from a satchel charge that blew a hole where he stood. Smoking concrete chunks rained on his absence.

 _"Sooooniiiic,"_ sang a voice whose lilt made his skin crawl. Its echoes quivered down to his bones as the Phantom crushed the ground it tread. Weak fires rimmed the crater, and the mech's shadow enveloped the ash rising from them. _"Come on, aren't we friends? You don't want your dear pal getting bored, do you?"_

Stalking a corner, it thrust its foot down on a fire hydrant, smashing it into halves like a toy destroyed in a childish tantrum. Water spurted out in jagged leaps, gushing through cracks in the sidewalk.

Sonic flattened himself against the wall of a nearby alleyway, breathing hard. He pressed a hand to his stomach where his guts squirmed in a viper's nest of dread and loathing. Theatrics, he reasoned. _He's trying to psyche me out._

" _After all,"_ Eggman said, _"all hide and no play makes_ you _a dull boy."_

Building after building, street after street: each violent bout forced him to assume more of a defensive position than the last. He had to take cover anywhere he could find it.

He gave the street a backwards glance; Eggman was facing north. He headed south, hopped a fence and slipped through an open window. That led him down the hall of another derelict. Maybe even a lab; he didn't see fit to dwell on its pitiful state at the moment.

As he dashed across the carpet, he ran his tongue over his teeth, feeling dirt stuck in his gums. His playful approach to the fight turned sour the minute Eggman made his intentions known—then downright serious when it became evident the doc meant to uphold his oath of "First, do harm" by any means possible.

Eggman showed no sign of tiring, if his mocking tone was any indication. And why would he? He'd hound him to the ends of the city if it meant he'd gain even the slightest edge over Sonic.

Sonic ached. In the past fifteen minutes he'd been hit with more rebar, stones, and metal than he could recall during their lifelong feud. Then, as the Doc gleefully put it, the real fun began as the _Phantom_ rolled out its bevy of toys.

Not just the bullets and the lasers, either. Magnets nearly crushed him. Electricity thrashed inches shy of his skin. Shockwaves punted and battered and flung him around. Broken windows showered him in glass bits that stung as much as they glittered. Couldn't duck behind a fence without it growing teeth and lashing claws. Everything in this nightmare was a potential weapon, a trap waiting to ambush him.

That sort of chaos gave him no time to think, let alone rest. Every time he sought reprieve, if for a moment to catch his breath, Eggman would eject him out of hiding, and the sound and fury resumed as though it had never reached fever pitch.

This was nothing like the thrill of his feet soaring across planks crushing inside an orca's mouth, or the high that buzzed through his system as the road he left behind screeched under truck tires. This wasn't the weightless effort of skill, no. This was salt and dust on his tongue and a pounding heart, the dread he'd perfected a lifetime outrunning squeezing his intestines. A rat in a maze with no clear goal but to make an exit any way he could.

Still … he had to grin a bit through all that bleakness. A more sensible person would have thrown in the towel by now, but his ego didn't bother with concepts like "reason" and "sensibility." The way he saw it, Eggman would have to beat the "sensible" back into him. Under no circumstances was _that_ happening.

( _You're getting tired_ ,) whispered a voice in the back of his head.

Sonic flashed his doubts a smirk.

( _Who, me? I never get tired. … I only change my mind_.)

He yanked open a maintenance door and had but a split second to react, far less than what conscious reason would allow him. Instinct rebounded him off the adjacent wall a heartbeat before the _Phantom'_ s fist blasted through it, effectively crumpling doorway, landing and railing in one fell swoop. He built upon the momentary reorientation it afforded him and took off in a beeline for the upstairs emergency exit. Hopefully if the doc kept smashing into things willy-nilly, one of his punches was bound to get him stuck.

" _Got you now!"_ squealed Eggman. The fist opened instead and began breaking up the stairs with aimless punches.

Sonic pumped his legs, ducked each blow as best he could, given the blows tore through concrete and metal with frightening ease.

 _Boom._ The last toppled his rhythm. His left foot plunged on a treacherous step and his gut slammed against a precipice, exposing his dangling body to hunter's jowls.

Panic thudding inside his chest, Sonic pawed for safety. His hands stiffened as he slapped them for a good hold; every begrudged inch his fingers could grab dragged ruts in the stone. He couldn't get up. Couldn't _progress._ And Eggman was gaining fast.

Crackling feedback.

His flesh crawled.

Like eyes on his back.

Like breath on his neck.

" _Give up, you blue pest! What do you think you can do hiding in there?"_

His progress was cruelly ripped from him: Sonic let out a dry scream, one that plunged into silence as the mech plucked him free and shoved him underwater.

Liquid pummeled his body, too cold, too hard. Sound muted into nothing inside that crystalline chamber. What he could feel was his heart pumping blood through him, every minute artery working overtime to warm him.

He cracked his eyes open. Eggman's base wavered its outline; colors whirled around him like fish, darting upwards out of sight. He extended a hand to them in slow-motion, the immense rush turning his muscles to the consistency of jelly. He struggled against the pressure as well as the sheer ice crushing down on his back.

Through the flood he managed to turn himself so that he faced the sky, the Phantom observing him closely as water knifed through its fingers.

It felt surreal being pinned down like this, like a painting watching him drown. Uselessly he swam his arms out, again, again, their sluggish motions negligible against the tide, until his lungs tightened to their brim.

 _No_ _air._

As he bucked, his mouth loosed an inaudible cry that sent precious bubbles soaring over his head.

Eggman smiled.

And deep within, something primal burned.

( _can't_

 _give_

 _in_ )

( _won't_

 _give_

 _up_ )

( _I don't_

 _want to_ )

The next thing he knew, Sonic sputtered on the ground, freezing and burning all at once. His throat snatched painfully for air as he stumbled away, his ears full and his eyes blurring. Eggman had forced him into the geyser, yes, but the doctor had failed to account for how the pressure would eventually sidle him out of grasp. This time, though, he wouldn't just curse his foul luck.

" _No!"_

The _Phantom_ slapped the ground beside Sonic, fracturing weak concrete. Thunder trembled out; a crack shivered down the street's spine before shattering it apart into rocky floes. Gravity sucked him under, grabbed him by the knees and pitched him into wet darkness.

He didn't feel impact. Instead he floated suspended as stones curled about him and bloomed into liquid puffs.

A sloshing, sucking noise snapped him out of his reverie. One glance told him where all this debris was headed: into a turbine that sliced it into chunks and forced them under.

He wheeled his legs against the current to propel him to the surface, but useless as they were, they only pitched him down. Even though he couldn't swim, he had to find an escape. If he let go now, he'd sink. Things couldn't go down like this.

 _I won't go now._

Sonic closed his eyes as his body drifted further down into the water. That fire inside him flared, surging even hotter as he quieted his mind.

Soon an immense calm emanated from somewhere inside his chest and made him abandon the pain and the cold. It was the quiet peace one found on the brink of darkness, and the living desire that accompanied it, dancing at the edge of the flame. It was the desire to act, to do and see and _live,_ which had always flourished inside him no matter how rough the circumstances.

He reached out.

And grabbed something.

An iron wheel. He pulled himself toward it, hauling in a painful gasp of air as he bobbed above the surface.

He looked up to a rumble above him. Sludge washed around him, and he hugged his body over the wheel to endure the shockwaves that rattled through the canal.

Boulders rained down. Unnatural light oozed through widening cracks in the ceiling.

He yanked on the wheel. His hands fumbled on the slick material and he lurched backwards, nearly falling off altogether. "Come _on_ ," he yelled, as the stupid door refused to budge even an inch, " _open up!"_

His wish must have been heard, for then an outside bolt clicked: a deluge burst from the slammed-open door and flushed him out.

The _Phantom_ touched down, moments too late.

Growling in supreme frustration, Eggman crushed a boulder inside his massive steel fist and chucked it, letting it plunk like a skipping stone across water. It hit metal and a loud clanging cried throughout the tunnel.

For heaven's _sake._ He wanted to wrangle Sonic until he resembled a worn-out chew-toy, not have him slip out of his grasp just when things were getting good. _"An impeccable time to play dead, you grubby little sewer rat! Where are you?"_

Whirring filled the air as he deployed the _Phantom_ 's scanners to pick out vital signs from the dark pool. Aside from a smattering of bubbles that undulated on the liquid's surface, nothing showed on his radar. For all intents and purposes, the so-called "sewer rat" might as well have vanished into thin air.

 _"Bah! Be that way, then! Mark my words, you won't_ get _a next time!"_ He gave the controls a good kick before slamming back into the pilot's chair, his temper roiling in the utter quiet. Once in seven years had he had fun, real fun, and it goes and flushes its fool self down the drain.

Eggman pinched the bridge of his nose, pushing his glasses toward scrunched brows. Sonic must have gotten knocked unconscious, was probably dangling limp on a pipe somewhere. It would explain such quiet readings. A shout that tapered off into sudden nothing didn't occur by magic or programming fluke, and he knew better than to place his bets on dead. If being shot out to Earth's atmosphere in a rigged capsule didn't do him in, there wasn't much else that could stamp out that annoying blue flea.

Not for lack of trying. Oh, most certainly not for lack of trying.

The corners of his frown reversed when a heinous thought struck him.

* * *

Silence reigned in the dispersion chamber.

"That means nothing," said Shade. "So you are a mercenary. Anyone can be paid to wield the blade." She inched closer, pressing the edge of the illuminated scythe to his throat.

Espio's mouth tightened. "I'm not on his side."

He continued with that same unflinching calm: "You have no reason to believe I'm anyone of use to you. Fair enough. But even though you may not know me, I know who you are and that's what matters. I needed to prove you were the Procurator for myself."

Her outer self feigned disinterest while her inner self reeled a little. He didn't know the title, she rationalized. He was trying to bait her with that information.

"Hmph." Stepping back, she sheathed her blades. Baiting or not, a true enemy wouldn't waste his breath like this. "Forget it. I have no time for riddles."

Damn him, but he went infuriatingly _on_. "You won't be able to get to Knuckles and Rouge from here. It's too heavily fortified. Besides, this is what they're really after."

Climbing to his feet, he picked up the fallen Emerald and paced back to reactivate the wall-mounted control panel as if he'd never been knocked against the cracked glass and threatened, which only grew her curiosity. Just who was he to walk away?

A negative light blinked crimson, followed by an error screen. "Shoot," he muttered, spinning around. "Guard change; I can't take this Emerald. You've got to come with me right away."

"Where?"

"Someplace safe."

"Which is?"

He stopped halfway down the catwalk where they came from, locking his helm into place. "If I told you, would you trust me?"

Trust? Shade's instincts prickled at the very word. They did even more so at the Emerald in his hand, the source of everyone's coveting and resultant suffering.

Yes, she _trusted_ once. Look where her blind faith would have landed her—unmourned by her own lord.

Yet she couldn't deny that the path ahead was bound to be laden with disaster, and if her time with Sonic and his friends had proven anything to her, it was not a path to be walked alone.

If such trust operated on mere principle and nothing else, she must accept.

With a heavy sigh, she cast the ground a disgruntled look. "For now."

He flashed a brief thumbs up: relief? Of course, anyone would be relieved at the prospect of being spared. He, like she, would simply have to begin again. Not to mention it was a matter of common sense. If he knew the best way to extricate Knuckles and Rouge, then she would be a fool not to listen.

Shade took a moment to gaze upon the waning Master Emerald.

 _Nocturne_ , she thought to the nameless echidnas beyond her reflection, _another liar deceives you._ The words came from nowhere but that burning place deep inside her heart, where she placed a hand over her chest.

 _Don't listen._

And they ran.

* * *

 _Crack._

Light pierced a boarded door. Motes swirled inside the reddened beam, awakened from years of dormancy. They scattered when the fist that disturbed them plunged through the planks, forging a hole wide enough for a body to squeeze itself through them.

He entered the dark, mapping out cracks in the drywall.

"Something," he muttered. There must have been _something_ in here he could use.

Spotting a workbench pushed against the shed's north-facing wall, Shadow swept its heavy coat of sawdust aside and planted Omega's headpiece on top. He couldn't stare at its grim gray eyes for long knowing he couldn't salvage the rest of the body. Likewise, he couldn't have left everything behind and risked those Marauders stealing the OS. Between two evils he had to choose the more necessary option.

He jerked out drawers and overturned defunct computer terminals, hoping he'd find something that could at least assess the extent of the damage—

( _your fault_ )

—that Omega had suffered when—

( _your fault_ )

—that arrogant little _punk_ made him push his limits, and what's more _anticipated_ the overload—

(you did this: you are the one to blame)

"Stop." Shadow gritted his teeth. His trembling exhalations stirred the motes in the air until, finally, he willed them quiet. He resumed his search with sore fingers and a much calmer demeanor.

Trash gathered around his ankles. Nothing useful emerged until he brushed a patch of filth to reveal an imprint on a battered piece of metal.

He recognized that crest. A blocky, angular capital _G_. Above it was a dirt-encrusted white star.

His breath held. _Don't tell me …_

Planting one knee atop the rubble for leverage, Shadow pawed through the dirt, ripping away handfuls of silt to uncover the rest. Eventually he cleared enough to lifted a Beetle's smashed carapace.

Questions buzzed through his mind. How did it find its way here? Usually the Doctor detested enemy litter filling his bases; he'd infiltrated enough of them to have seen the recycling facilities where massive gears ground up remains for scrap.

Unless … this was _excess._

His pulse accelerated as he uncovered more. Bits and pieces of Hunters shared the Beetle's fate, if not suffered worse, fused together with Nocturnus armor in failed experiments. Limbs bent and twisted, sharp blades dulled. Other parts, especially weapons, had oxidized to the point of rusting off entirely, and the robotic hybrids were morphed beyond recognition save the insignia.

He lifted the Beetle again. Flattened into a disc, it was crushed as thoroughly as if something had trampled it an inordinate number of times.

The sight made him regret his mistakes even more. Now he had to find Rouge and let her know right away—

A figure stirred in his periphery, making him snap around. It darted behind a closet door, slamming it shut.

He dropped the dead Beetle. "Show yourself."

"Let us go."

The whisper froze him as he reached for the doorknob. Backing up a few steps, he peered through the jamb and found a woman in a hooded cloak staring down at him. She was clutching a damaged Gizoid in her arms.

"Please," she said. "We're only passing through."

His muscles untensed. "I'm not here to fight." He tugged on the door, widening its gap.

"You … " She struggled for a bit. "You're … Shadow."

"Yes," he said. "How do you know my name?"

No answer.

His gaze settled on her Gizoid. Time had eroded its luster; its black plates were ashen, while the gold trim that might have adorned its horn had flecked off in large quantities. There was a socket in its belly which was empty. Its body was caked in grime and slumped against the jamb, its wide eyes the dull gray-blue of extinguished lightbulbs.

From what little he could see, the side of its head sported a nasty gash that seemed to have melted part of its skull, exposing the circuitry within.

The woman shook her head and clutched the door's edge, creaking the wood. "I never meant for him to get hurt like this … I told him not to follow … " Quickly she dabbed at one corner of her eye with the ragged edge of her hood. He saw then that part of her cloak had been burned as well, its dark green cloth blackened. The Gizoid harbored similar burns on its skull.

Perhaps she sensed his thoughts better than he'd have credited her for. "Shadow," she began, and swallowed the rest of her words. "I'm sorry. Never mind."

"Wait," he said, extending his good hand to keep her from closing the door again. "How long has your Gizoid been like this?"

"Oh, dear … t-two, three days?" She shifted her arm to prop up its sagging head. "It's difficult to say for certain—"

"I have a solution."

"You do?"

"Well," said Shadow, glancing back at the trash pile, "someone isn't going to like it."

* * *

Faint music drifted into his ears.

Piano. The notes pattered his mind like raindrops, their vague fragility soft to his ears.

An overlapping voice marred them. Someone was humming their own song over the keys, and that noise pulled him further into consciousness.

With it, the protective morphine of blackout faded. The aches he'd brought now returned with twice the urgency, reminding him all too harshly of the damage he'd sustained. He rotated a shoulder and it popped in its socket. His skin shivered, cool, but he was otherwise curiously dry.

Rolling onto his elbows, he pushed himself up. Immediately a light fragrance drifted into his nostrils, so unlike the ruin in the street that he allowed himself to savor it for the time being, now that Eggman had gone suspiciously quiet.

Darn, but it smelled so _good,_ reminding him of the times when Amy clipped fresh laundry to the line.

He had to force her from his mind, at least for the time being—better to think of his friends as hiding somewhere safe than … Well … This. Odds were the rest of the city wasn't so accommodating.

An equally exhausted part of him resisted the urge to bury his face into the soft material and sleep. Swallowing instead, he looked down at an indentation his cheek had pressed into a wine-red carpet. His gaze followed a swirling leaf pattern toward the wall.

Sonic blinked back liquid from his damaged eye. No idea where he was now, but it was far cleaner and more homely than the city could hope to be. A robust fire crackled in an open hearth; its warmth tickled his cheek. Next to it stood a ticking grandfather clock whose heavy brass pendulum swung inside a thick glass case.

Another persistent _tip-tap, tip-tap_ caught his attention; a Newton's cradle situated on a nightstand knocked its balls in metronome with the clock's ticking. From there the room's gilded veneer peeled back: bookshelves, those were normal, but those stained glass windows definitely weren't. Neither were the two life-sized marble statues standing at attention beside the windows. Nor the globes marked with red flags.

Then he saw him.

Eggman sat at an opulent desk, legs propped over its surface, as he observed a holographic screen that flashed before him.

Swiping a finger at the air, he changed screens. Rows of them fanned out before him like a control panel. Multiple screens recorded the city from almost every imaginable angle. For every hologram that vanished, another one unfolded to replace it.

He watched them with the bored detachment of a disinterested viewer, sniffing every so often at certain developments. One toe tapped in idle sync with the clock and cradle, his cheek mashed in his fist.

Once he sensed the hedgehog had roused, he paused the feed and sat up in his chair. "Who pushed you into the washing machine? You look terrible." A brief frown wrinkled his crow's feet. "Quit bleeding on the carpet. They just steamed that."

Dazed, Sonic glanced down at his body, caked in the stiff blood and filth that seemed to howl beside the room's quiet elegance. Ash had turned his gloves gray; there were tears in his socks, water stains on his shoes.

On the other hand, Eggman hadn't suffered a single scratch. Here he sat, healthy; _bored_ , even, as he cozied beside the fire.

He looked back up. "You … "

"Yes, me. Where did you think I went?" An indulgent smile lifted his cheeks, and the doc's real chuckle emerged for the first time in weeks ( _years, to hear it from his end_ ), in a somewhat hoarser imitation of the booming gales he used to deliver. "Poor boy. You must have struck your head even harder than you thought."

Eggman leaned in on his elbows, his head cocked to the side. Mockingly, he raised his index finger and slid it back and forth to test Sonic's vision. "I've told you before: There's not a single solid inch of this place you can hide from me. Not to mention," he gestured toward the screens, "the fun and games are just getting started. Why not stick around a while longer? Look, Miles is finally awake—and what's this? The little rabbit girl's gone running to Amy."

"Don't." Sonic's jaws cracked as he pried them open. "Eggman, if you hurt them—"

A brazenly flapped hand silenced him. "Now, now; don't be such a party pooper."

He lurched, but contacted nothing.

Because he was back in the street.

He turned to find the sun sinking behind Eggman's fortress. The shimmer in that flaming ball of gas had deepened into a boil, as if it was giving up the last of its light to the impending darkness.

An icy droplet stabbed his cheek. He blinked, and wiped off the first pelt of rain.

He bolted from the shuddering metal breath the _Phantom'_ s cannons made seconds before fire peppered the street. His confusion didn't matter anymore; only beating the ever-living snot out of his tormentor did.

 _He wants more? I'll give 'im more._

Grinding to a complete halt, Sonic shot toward the machine's dead center like a demented pinball cracked from a plunger. Head to toe, he burned with the intent of sawing this thing's limbs off one by one.

Eggman, of course, tried to slam its hands together and entrap him like before, but this time he'd moved too quickly for that; this time he tunneled into another rivet and weakened one of its ribs, snapping it off altogether. Broken metal casing emitted an awful screech as it careened off the main structure and landed in the street. Black smoke belched from its flaming carcass.

In retaliation the _Phantom_ smashed him into the ground. Or rather, the ground shot up to meet him, now in the form of the precious steamed carpet the old guy wanted spick-and-span.

The room again.

He wanted to scream.

An invisible force pushed him down, locking his muscles into place, while curved walls of shining green enclosed over him like a cocoon.

Heck was this? Some kind of twisted hamster ball?

The moment his rigidity abated, Sonic punted his shoulder against the energy: a vain attempt, given that the gravity inside lessened to such a degree that it swept him off his feet. He couldn't gain any traction and, faintly, through the clearing muddle, Eggman wheeled his wrist in a circle.

He realized.

( _she and Cheese floated down unharmed_ )

This was the same energy shield that broke Cream's fall and teleported Knuckles ...

( _so he 'saved' them_ )

The next thing he knew—the desk flew up and smashed him into the wall. Agony wracked his body and he instinctively curled into himself to avoid getting hit by chunks of concrete.

Concrete?

He fell before his mind could make sense of the clues, his body going limp against the pain and shock.

The doc's steps padded the carpet, his gait relaxed as Sonic grasped a fistful of the stuff to crawl away from this nightmare.

"Sonic," he said in a tone so sweet it could have rot his guts, "we can do this all day, you know."

He felt himself being lifted by the arm, his weight as faint as a child's. Was—was he _helping_ him up?

No—Eggman drew back his hand, palm stiff, the orb in his wrist device trailing green smoke, and cracked it across his cheek.

Only it wasn't flesh that harmed him. Heartbeats before he registered the blow, the street replaced the office and it was the _Phantom_ that whipped its damaged, open palm toward him. Due to some random mercy—or likelier the doc's sick sense of humor—it stopped inches before connection. Instead the green glow walled up a barrier and deposited him unto his former location once more, where he dangled by his wrist, his head throbbing with unanswered questions.

Triumphant, the doc dropped him onto the ruined desk.

"And," Eggman said, "for the rest of your miserable _life_."

* * *

The woman insisted on carrying her Gizoid into the city. Gathering the robot and Omega's headpiece inside a burlap sack, she knotted the rough cloth and cradled the weight over her shoulder.

She carried another sack over her opposite shoulder as well, which rustled as she walked. What it contained, Shadow didn't know.

He followed her by the way her cloak swayed over the stones. They traveled through a few twisting alleys until she stopped before an open square.

With one sentry posted at its base, a rustic elevator tower thrust so high into the atmosphere it might have pierced the clouds. Raw electricity hummed through it. The cables that sprouted from its apex quaked as twin cabins roared up and down its length at daunting speeds. Catwalks and monorails sprawled out, transporting cargo to different points in the city.

"Please allow me to go first," she instructed him, bowing to make sure he understood (and reciprocated with a nod). Squaring her shoulders, she took a curt breath and strode ahead into the square.

In one motion, fluid to the point that it seemed a cold calculation rather than an accident, she tripped and fell over the sentry, dropping one of the sacks in her arms.

Food spilled out. Potatoes, apples, oranges, even a mango bounced across the stones. Not that it wasted much: most of them were pitted, pale, and bore age spots on their flesh.

The Nocturnus cocked his head at her as an overripe tomato squished onto his boot. He picked it up, digging his fingers into the flesh so the pulp squeezed out.

The threatening gesture didn't faze the woman in the slightest. "Oh, no," she lamented, "these are going to be positively _filthy_ by the time I pick them all up." Turning to the sentry, she said: "I'd hate to burden you, truly, but my arms are so full … "

Seeing no one else in the vicinity, the Nocturnus dropped the tomato and sighed. He sank to one knee and began shoving produce into the burlap. The woman reeled a bit as he thrust the bag out, clutching the pink ribbon that tied her cloak together.

 _"Ma'am?"_

"Bless you, dear. You don't know what this means to me."

 _"Yeah, yeah."_

Embarrassed, she covered her mouth. "Er … You won't report this little indiscretion, will you?"

The sentry dismissed her with a thumb over his shoulder. _"Just don't carry so much next time."_

The elevator shutters pried themselves open. She made a quick wave, and Shadow darted inside the cabin before the sentry returned to his post.

The woman's parting smile faltered as the car lurched upward. Her expression changed to one of sharp indictment, her lips pinched thinner with each flash of light that sliced through the metal blinds. "I hope that horrid man wasn't watching."

"Why?"

"He punishes them for showing us basic courtesy." She lowered her eyelids. Her irises were brown, but they showed amber in the knifelike flashes. "Heaven forbid they grow up considerate, or else they may get the wrong impression." She shifted the bundle that held the damaged Gizoid closer to her heart. "Sometimes I think he can't even stand the notion that he has to share the city with them."

True, he thought. Seldom did the Doctor share his resources unless it benefited him directly. Employing so many Nocturnus without an apparent return on investment proved odd indeed.

His gaze wandered over stories of catwalks, trenches, cables, cargo trains. Air-lubricated elevators built into towering facilities rivaled the ARK's, the expanse much broader in scope than what he glimpsed on the street, and ten times gaudier.

Trenches, concertina fences and manned checkpoints lined the outer city streets, where the Nocturnus that patrolled them appeared to crawl like luminescent flies from here to there. Drones swept past them, aiming their spotlights at anything that moved.

The entire affair was buried under layers of grime and rubble, of course, as the Doctor evidently cared for nothing more than the bright green fluid that pumped through clear tubes toward the factories bustling in the city's fortified center. Hovering above them like a protective beacon was his grinning stronghold.

That center glowed like a gem compared to the surrounding rubble. Lit by robots and swarmed with energy, towers with reflective glass gleamed as they received the fuel and redirected it to other ports. From this distance it even seemed to ebb like a heart pumping blood.

 _So we've got to strike there, then._

What would Rouge say about that? She outright dismissed his suggestion that perhaps the Doctor had claimed more of this world than she would have liked to believe, seeming perturbed by the idea.

Now that she was gone, he didn't quite exactly know what to do except gather more intelligence on the situation. If she had taught him anything, it was that information more often than not proved key in gaining the critical advantage. It would help him take the next logical step, then the next, until his errors were rectified and his friends protected from this tyranny.

He wondered what the Doctor's endgame was. From what little he'd seen so far, his conquest seemed complete. Such uninterrupted business suggested as much. But then, he hadn't accounted for everything; maybe there still remained underground pockets of resistance, or moles like the woman. There had to be. Someone always resisted.

Or so he hoped.

* * *

Sonic took great pains to sit up as slowly as he could amidst the desk's splintered halves.

A spasm in his abdominal muscles kept him grounded. Squeezing his eyes shut, he pressed his fist to his diaphragm where an intense, burning pain radiated out. There he saw the beginnings of a grotesque bruise leaking over his rib, and swallowed; his stomach knotted like he was going to blow chunks at any moment.

Of course, that nausea wasn't alleviated in the least when Eggman entered his clearing field of vision.

"Oh, ho. I've seen that look before. Do it and we're going to have problems, hedgehog." _More than the ones we already have?_ Eggman nudged him in his bad rib. "Move."

Sonic refused to—partly out of stubborn ire, partly out of fear that making a single rash move would make his fresh wound scream at him.

Whichever it was made the doc shake his head. He stepped over him, deliberating the bookshelf.

Inwardly the hedgehog balked. _He almost killed me, and now he wants to read? Are you_ kidding _me?_

A weighty volume was plucked, its page edges shimmering gold. Eggman cradled it affectionately in his hands. "Here we are," he said a bit too cheerily, patting its leatherbound cover, _"'The Fourth Great Civilization.'_ My grandfather wrote it. I doubt it's required material at the Hardknock School for Hedgehogs, so we'll have a little primer, mm?"

Sonic fumed as he paced.

Eggman looked down with a chuckle. "Too bad. You're going to sit and listen to this whether you want to or not." He thumbed through its worn pages. "Power was everything the Nocturnus lived, breathed and died by. Even their Gizoids snubbed you unless you flexed a little muscle. _'Show me your power. Or I shall not obey_.'"

 _Emerl._ His temples ached at the memory.

Papers shivered as the doctor examined more of its contents, until he flashed his teeth in a grim smirk. "Gerald, you old hypocrite. _'The Nocturnus say one cannot escape the justice of fate. Any man that venerates power will inevitably fall by his own hand.'"_ He snapped the book shut. " … you don't say."

"You … " Sonic rasped, " … _reek_ at bedtime stories."

Eggman waved the tome at him. "Do I really have to spoon-feed this to you? What do you think happened when you left?"

"Same that always goes on, Doc: you gettin' tanked and wearing that lampshade on your head." Sonic blew out a sigh. "What's the big deal what I think, anyway? You got what you wanted."

"Not quite," Eggman said. Tucking the book under his arm, he secured the clasp on one of the quavering windows. Droplets were beginning to pelt the glass. "For years I've sought that last piece of the puzzle that will finally make my Empire the greatest to have ever stood. Luckily for you, I've created someplace where you'll fit nicely in. Given the alternative, you might even thank me down the line. But it's up to you, my little puzzle piece, whether you'll accept my proposition or face the consequences."

Only if those consequences included his foot barreling up his rear end at eighty miles an hour. Repeatedly.

Clutching the bookshelf for support, Sonic hobbled to a stand. Even though his muscles pulled bitterly enough to shred his breath to tatters, and the pain in his rib stabbed his entire left side, he felt compelled to try to face Eggman one more time. If he was going to get knocked down again, he wanted to take the blow head-on.

That was the whole point of this game, wasn't it, resisting his instincts for surrender? So even though it was possibly the most idiotic thing he could do, he continued to tempt fate. You can't break me. Just come and try.

( _let's you and me get one thing clear_ )

"No one tells me what to do."

Eggman snorted. "Grow up."

He hurled the book into the fire. Flames leapt to devour it, crackling in satisfaction as they sank their teeth into the pages.

It was such a small gesture compared to what else he'd done that it shouldn't have come as a shock, but Sonic couldn't help but feel chills at the notion of his grandfather's research dissolving inside the hearth. Didn't Eggman once aspire to be like him? Years of work turned cinders, and he hardly batted an eye. Made him wonder what else he'd fed those flames. With that bleak thought, he forced himself to meet the doc's pitiless gaze.

"What could you gain by defeating me, Sonic, eh? In case you hadn't noticed, I'm the only thing keeping these boys from tearing everything apart. They came here angry and they won't leave without slashing everything to ribbons. And, might I add, exactly who had to get them in line in the first place? Oh, that's right, _me_. Seven years of keeping my hand on the leash—can you blame me for wanting more? I won't be remembered as anyone's babysitter."

He spread his arms to call the holograms before him, and magnified them so the hedgehog could see what it was he stood to lose. Tails. Amy. Cream. Shadow. Shade. Knuckles and Rouge, side by side.

Eggman smiled down on them like a puppetmaster. Then he ground his fists and crushed them into dust: green cinders he blew toward Sonic, to let flutter, unfelt, to the carpet.

"I want to rule. And I want to do it while it's still within my grasp. So either you join me, or I loose the wolves."

* * *

A crisp light burned 'on,' and the rusted elevator grates underneath clattered apart.

The woman set Omega's bundle down and raised a warning hand to keep Shadow inside the cabin.

"These floors have special sensors." She added: "Watch first, then follow as best you can. I'll show you where the blinds spots are."

Light flowed outward from her first step, washing the pitch-black corridor in a soft blue luminescence. She took another step, and that light flared. It was like she was walking across an electronic lake, disturbing its every inch; even the bottom of her cloak tugged ripples behind it. He didn't believe such delicate sensors would possess any sort of weakness until she turned and set an Emerald on the floor.

A white halo encircled her, then flowed down the corridor. That searing glow shot in all directions, illuminating a myriad of circuit pathways from floor to ceiling.

The hall, once a cluster of idle pixels, now throbbed light like blood; he squinted, but could barely see the woman's silhouette beckon him. Amidst the brilliance were small gaps where the flow ebbed, if just a little. It would have to be enough to get him across.

Picking up Omega's bundle, he tested one foot on such a gap.

He sank.

It was the oddest feeling. After having his energy leeched at a steady rate, he now felt nearly insubstantial, as though he were floating his way down a set of stairs: enough to realize that the burden on his body was much more than what he'd expected it to be. Meanwhile, light snaked its way past the gaps, reminding him to mind the sensors.

The more he walked, the further the woman seemed to go. She had gone ahead, leaving the Emerald to spin in place as it mapped out their route. It seemed to him an utter waste to leave it behind for that purpose, so when he reached for it, that wondrous glow retracted.

She spun around in the flicker of darkness. "No! Don't touch it!"

"But—"

"You must leave it!" The woman hurried over and yanked his wrist, pulling him around the corner into a nearby lab.

To Shadow it seemed just what you'd expect from a madman. Air full of dust, metal groaning in distant echoes. Greasy floors, overturned tables. Florescents either on the fritz or smashed in altogether, shards glittering over unused computers. She headed toward one of these and switched it on. Dust filtered through its square-cut glow.

Slowly, he lifted Omega's headpiece for her to plug into a terminal port. "Your Emerald," he said. "Where did you get it?"

"I'm sorry. I can't say. Even if I could … " She sighed, lowering Omega's headpiece onto the table. "To tell you the truth, I was hoping to use it to repair Gemerl. But … " Her voice dwindled. "Neither I nor my … associates … have any expertise to guarantee the process goes well."

He thought back to the trash pile, and decided it better not to follow where that particular implication led.

Electronics hummed.

Another thought crossed his mind: "You look familiar."

Surprise betrayed her before she returned to her usual poise. "Forgive me. I'm not quite sure what you're talking about." When he turned to rummage supplies from the burlap, she added: "Though … my daughter and I always did look alike."

"Did?" He blinked at that. He knew something then, though he couldn't tell how. The information entered his mind as freely if he'd gleaned it from an open book. "She's alive."

" … what?"

"She's alive."

Two weeks ago, when they stopped to refuel the _Blue Cyclone_ on some derelict asteroid. He and the rabbit girl sat on a bench waiting for the ship to depart when she dug out a locket for him to look at.

Every now and then, when she believed no one was looking, she stared at that heart-shaped piece of silver. But here she showed it cheerfully to him, her short legs pumping vigorously against the gap between her feet and the ground. Who was it? Didn't he know? She and Cheese laughed from one side. A woman smiled warmly at them from another.

 _Don't you have one, Mr. Shadow?_

"You're her mother," he said. "Aren't you?"

The woman halted, the swish of her cloak falling quiet.

"Where is she?" she asked at length, her voice barely above a murmur. She whirled around, desperation etching the lines in her face. "Is she safe?"

" … We were separated by a—" He stopped. Her irises started to quiver, becoming wider each second. "Doesn't matter. If anyone was injured, I would have sensed it by now."

That was a bigger lie than he was comfortable with: technically speaking, he could feel the others if he concentrated. Doing so drained him to the point that he believed it unnecessary as well as a foolish waste, especially given that he didn't _'need'_ to locate anyone when they stood within arm's reach at all times. A virtual nonissue when you and eight others lived elbow-to-elbow inside a tin can for weeks on end.

Now that he'd thoughtlessly raised her hopes with that remark, he feared dashing them against the truth—that he couldn't sense his _own_ presence from this bramble of strange energies, much less anyone else's.

She deserved what honesty he could manage. "I wouldn't tell you these things to play games with you."

"Please, if you would … I just … need a moment."

Her reaction was startingly efficient. Her lips pinched together in a thin line and for a moment, her expression morphed from desperation to something akin to grief; though she tried to reassure him with a flat smile, he knew with sinking certainty that he had likely opened a wound.

"Apologies for the delay," she whispered, clearing her throat as she wiped her lower eyelid with her thumb and resumed connecting Omega to the terminal. "Good news is … it's rare in this place, as you can imagine. I hope you understand." She pressed one knuckle to her eye and sniffed, seemingly to make light of the situation. "He's plugged in now, dear. What are you doing?"

Gemerl perched atop the table beside Omega, hence the reason for her sudden curiosity. Shadow withdrew a bundle of cable he'd salvaged from the damaged Hunters, opening the panel in the Gizoid's back. He began splicing the wires. "I need to run a diagnostic on the last moment Omega remembers. The data will help me figure out what to do next."

"And you're using Gemerl to do that?"

The tinge of apprehension in her voice made him reply a calm, "It's only temporary."

Gemerl's body reanimated with the BIOS initiation. Emitting a fizzling shock like a cathode ray tube flaring to life, he jolted and sat upright. Rigid as a board, he swiveled his head to stare at Shadow running more cables between the two robots.

A touch on his shoulder. "Shut him down," the woman said, "please. I don't like this."

A klaxon shrieked.

 **ERROR**

 **UNIT HAS BEEN COMPROMISED**

Gemerl bashed his elbow through the terminal, cutting the feed short. He kicked the machinery to the floor—Shadow barred his arm to shield the woman from its violent lunge, some of the cables on its back snapping taut.

 _"Shadow!"_

Ultimately it was the woman's reflexes that saved him from being caved in by the monitor the Gizoid hauled across the room. She yanked him from the projectile, watching in stunned disarray as glass exploded behind them and Gemerl prowled the table on rusty haunches.

 **YOU DESTROYED ME,** thundered the Gizoid, **ERASING DATA. REVERTING TO LAST KNOWN OBJECTIVE.**

"What?" Shadow looked into its eyes and felt a sting blaze through his skin, as though someone had physically slapped him. "Omega, it was a mistake! Stop!"

 **STOP?**

It swiveled away from him, wires fluttering.

 **Stop,** a milder voice repeated, one that slowed its destructive frenzy. The woman tightened her grip on Shadow's wrist, exhaled a name he couldn't hear; the Gizoid hung its head as if in a sudden bout of shame. **He doesn't want to stop … Stop hurting things—it hurts …**

Two voices warred.

 **Don't—**

 **D-don't …**

 **N-NO**

 **NO**

 **DO NOT GET IN MY WAY**

 **I AM NOT YOU**

 **I AM OMEGA, LAST OF THE E-SERIES**

 _ **I MUST BECOME STRONG**_

After this proclamation it tried to climb down but failed, suddenly weak. Gemerl stumbled his muzzle into the woman's cloak and snatched at its folds as if to apologize on both his and Omega's behalf. **Miss Vanilla, the program's not working— IT'S NOT GIVING US ENOUGH POWER MUST DESTROY MUST— No!** he cried at himself. **We're not made for destroying anymore,** _ **NO YOU WILL OBEY ME—**_

To their horror, the Gizoid released Vanilla's cloak, seized one of its arms and tore it from its socket. Sparks flew out, filaments popped. The robot's head twitched, and it staggered from side to side, bumping corners and tables, till at last it collapsed into a heap on the floor.

"Gemerl, _no!"_ Vanilla hurried over to him and hugged the spasming Gizoid close to her chest. There she cradled it like a child, nuzzling her forehead against its and murmuring quiet words until the part that remained Gemerl was soothed and went limp.

The part that remained Omega clawed at her, eager to destroy, but her surprising strength restrained him. She grabbed the free, swinging hand and held it in place, her fist budging as the corrupted robot tried, even now, to fight.

When Shadow deigned to look up, she scrimped her lips, her expression now evaporated of trust. "I should have known," she said. "You're no different from him."

He shook his head, stunned that she'd make such a comparison. But she wouldn't believe him no matter how adamantly he protested his innocence.

Her chin stiffened. "My daughter," she began in an iron voice, but must have considered it too grim to level the accusation against him. Her facade dropped for a split second before hardening again.

The Gizoid jolted in her embrace. One arm fumbled toward her while its severed twin pounded its fist against her cloak.

 **ANNIHILATE stop DESTROY no don't hurt them TERMINATE don't THIS BODY IS UNACCEPTABLE don't hurt my family THIS BODY**

Shadow took a step forward.

" _Don't,"_ she ordered, twisting away. "Haven't you done enough?"

He extended a hand. "Please—"

She bolted through the lab doors, which Shadow caught hairbreadths before they closed. Prying them apart with great effort, he staggered forth into complete darkness. A twinkle like diamond receded the circuitry from the corridor, sucking all the light back into itself.

He ran to catch her by that vivid streak—which under other circumstances would seem an endeavor akin to chasing a shooting star—but again the curious phenomenon that kept them at least twenty paces apart shoved him back. By the time he wrenched the exit open, he was staring not at an elevator shaft but a boiler room.

Shadow looked down in utter disbelief.

The shutter crashed behind him, immuring him. A second hydraulic shutter secured it with a twist-lock. If that wasn't insult enough, a portcullis slammed into place, its crash echoing through the darkness.

He grabbed the rungs and rattled them until it felt like his arms would tear from the strain, yelling for Cream's mother to return, that this was a colossal misunderstanding, that things weren't what they seemed.

When he was met with silence, he rubbed the sweat from his brow and turned to gather his new surroundings.

Smelled of rust and decay. Red light streamed through the large, chopping blades of a ceiling fan. Steam hissed from vents in the grated walls; dimly, mists peeked over valves and whistling pipes that rattled in their sockets. A glance below the catwalk he stood on showed him a glimmer of dark water, which appeared to beckon him as it frothed at its edges.

Two drainage pipes spilled into the pool; robot discards clattered together in the waste.

The sight renewed his insistence. "Don't you see? Omega needs me! _They_ need me!" He pounded on the door, shook the grate. "I'm not what you think I am! I can fix this!" As the heat intensified, he resorted to beating his fists against the metal. "Let me _out!"_

"Look at you. One locked door and you're already throwing a tantrum. Pathetic."

Shadow lashed out blindly, hurtling a ragged Chaos Spear into the darkness from where the taunting voice came. It careened off the walls in a blazing display before nearly burning out, with wisping fringes of smoke left to indicate it had even lashed through the air at all.

The Consul trudged out of the dim. Writhing in his hand was the spear's broken end.

He stabbed the blade at his own chest. It dissolved at contact, blade, shaft and butt, into dust and light, flaring the glow inside his armor. As its circulation strengthened, he straightened his posture and smirked at Shadow from a catwalk above.

"Missed me."


	3. Chapter 3

_**A/N: This took way too long to write.**_

 _ **As always, CC, reviews, and comments are appreciated.**_

 **III.**

* * *

Funny, Sonic thought. If anyone else had that desk, it might've spent the rest of its life behaving like a perfectly good desk.

For example, Tails. He could've used it for blueprints. Or Amy, she might have decorated it with painted rocks and flowers, made it into something pretty. Heck, takeout containers could have calcified on its surface and that still would have been a better use for a desk than Eggman's bright idea, which turned it into a projectile that nearly smashed his rib.

Certainly it wasn't the only thing wrong with this picture, but to his disjointed train of thought it confirmed his suspicions: namely, that Eggman's insanity still had gas in the tank, and he intended to wring every last precious drop of it out on Sonic.

Said desk lay in pieces around him. The carpet bore spots of his blood. Books had crumpled down from the shelves, the wallpaper dented from repeated hits—and Eggman blamed Sonic for the damage.

Now see what you did, he'd chide, cracking his knuckles as he flexed his glowing fist, I have to rearrange those titles all over again. Did the drywall crack when you hit it? _Hah,_ liar. You heard it just as well as I did. Don't you _know_ how fragile these windows are? That rattle's nothing to smile about. No need to strain yourself, Your Majesty; I'll simply pop this missing piece back in before the rain invites its nasty friend, mildew.

To hear his endless slew of complaints, you'd have thought Sonic trashed the office for some gleeful stab at revenge, but he was neither smiling nor cracking jokes. In fact, he wasn't doing much of anything except trying to shake the fog drifting into his mind. All that defiance was sheer projection on the doc's part.

In reality his mind had gone blank. He could no longer get up, not without a swimming head and the muscles surrounding his bruised rib cramping bitterly. Everything hurt so _bad_ that all he could do was curl up to shield himself from what was coming next.

Eggman strolled toward the windows. Drizzle coated the tinted panels, lending the glass a cold gleam. An irritated growl escaped his lips as he traced a clear line down the murky surface, rubbing the moisture away between his fingertips.

"How annoying," he said. "Clear skies all month, and now it wants to pour buckets." He pushed a missing piece back into the inlay. " _Rain, rain, go away_." The childish lilt he placed on his words sounded anything but innocent. " _Come again another day."_

Sonic shivered on the carpet beside him, burning and chilled at once, and pressed his lips together until they tingled. Salty fluid coated the inside of his cheeks; much deeper down his gut churned acidic juices. His heart quickened at the creeping patter of the doc's footfalls. Not fear, no. He'd fought too hard to fear him.

Fingers wrapped themselves around his upper arm, digging gorges into his flesh. Once more he hobbled onto his feet, propped upright like a toddler being forced to walk.

This time, though, the strength evaporated from his legs. Eggman's haul propelled him a little bit forward before his knees bucked and he lay on the carpet, snatching what breaths he could through the fibers.

"Get up, Sonic. You're going soft."

He complied, but with the strained, listless hesitation of one whose pain casts them in a daze. At this point his body demanded huge efforts just to slide his calf across his throbbing stomach and command his muscles to push himself up, but he managed it without much fanfare. He rose unsteadily.

The grandfather clock punctured the quiet with heavy brass notes. Eggman folded his arms across his chest.

"I take it you're ready to decide?"

Sonic swallowed. "Just … " His gaze followed the trail of wooden shards leading toward the smashed desk where 'negotiations' had begun.

To his credit, he'd started off strong. Started off opening his big mouth to tell the old man exactly where he could shove that so-called 'proposition.' That earned him a hard fist to the jaw and in Eggman's view shut him up quite nicely.

His pride had been beaten out of him, then his anger, until what remained was his fear that if he didn't do as Eggman said, someone else would take his place. He didn't know who—he didn't want to picture anyone in the holographic line-up standing where he now stood. But he also couldn't keep this up forever.

"Don't hurt them."

Eggman gave him that slow grin again, the one that made him feel like his insides would shrivel.

"No guarantees, hedgehog."

The room vanished at the snap of his fingers.

* * *

The rain deepened as the evening went on. Although it didn't yet blossom into a downpour like she expected, the droplets sank through the fabric of her cloak nonetheless, threatening to run into Gemerl's exposed circuitry. She stuffed the hole with her cloak as best she could as her heels pounded her through slick back streets. Her hem dragged behind her like a shadow on the wet stones.

 _Shadow_ … Her jaw hardened. He'd lied to her. The doctor had likely assigned him to get into her good graces to retrieve Gemerl on his behalf, and she wasn't feeling particularly forgiving about having been deceived. If he intended to report back a successful capture, surely he could report a critical failure as well.

She entrusted the Consul would further sort out the matter. If not, then perhaps the delay would keep Shadow from hunting her down. She skirted enough trouble eluding the doctor'sdemands as it was.

Still, she should have detected the signs far earlier, shouldn't have let the situation culminate into such a horrible meltdown. Anyone who emerged from obscurity claiming news of her daughter's whereabouts was bound to harbor ulterior motives, and in this case, she simply considered it fortunate that poor Gemerl _could_ be fixed. If the doctor had had his way, she wouldn't have had a single piece to carry back.

Gemerl shivered in her arms. The OS he carried inside his consciousness as a result of Shadow's interference had stopped its ranting, at least for now. Must have burned itself out. Mentally she resolved she'd have them survey the extent of the damage once she—

 **Hurts …** Curling up like a small child, Gemerl buried his head in the crook of her arm.

"I know, dear. We're almost home."

 **Promise?**

"Of course."

She hugged the eaves of abandoned buildings and slipped behind hidden fences, following a complex system of clues that had eroded too much for even the keenest eye to recognize them; chipped signs, bent vanes, scraps of cloth tied to doorknobs.

Vanilla ran, oblivious to the fact that across the city, her daughter was collecting rainwater in an empty jar.

"Hmm," Cream mused, pressing her nose to the foggy glass. "Do you think we could get more, Cheese?" Her Chao companion flitted around the jar while she swirled its contents. Five minutes of chasing the rain's erratic gusts had filled the container a little less than a quarter full.

Her nose tickled. She sneezed, splashing some of the water on her dress. Before she could lament the waste, however, the screen door flew open.

Amy propped her hands on her hips. " _There_ you are, you two. Come inside or you're gonna catch cold." Once she ushered them in and barred the door with a spare plank that leaned beside the counter, she handed them a moth-eaten towel. Cream gave it to Cheese to rub his bulbous head dry. "I've been calling for you everywhere. What were you doing?"

Cheese darted out from under the towel and carried the jar over to her. He seemed eager to reveal their spoils, but his excitement dropped when disappointment seeped into Amy's features. Taking the jar, she poured it into the sink, where the gray froth writhed down the drain.

"Oh … " Cream stopped patting herself, the towel poised behind her ear. "I thought … "

 _You were only trying to help._ Whatever irritationAmy might have felt at having hunted through all the rooms of this filthy duplex melted.

"It's not your fault. Eggm— Uh … This rain is acidic." She had to remind herself to relax her stiffened shoulders. Only three hours had passed since they'd been attacked, but already she'd grown an intense aversion to even mentioning _him_. Even the thought that a little girl's efforts to gather drinking water would go to waste because of his selfishness was enough to darken her mood.

Putting on an apologetic smile for Cream, she set the jar on the counter and ruffled her little sister's damp scalp. No reason to burden her friends with unpleasant thoughts, after all. "Thanks for trying, though. I know you're doing your best."

Cheese pouted. "Cha _-a-o."_

"Yep! And let's not forget Cheese'll take care of us, too."

His indignation forgotten, Cheese squealed a delighted note and fluttered in orbit around the girls: a sight that made Cream giggle behind the towel and lifted their spirits a little in this decrepit place.

The kitchen was long abandoned like the rest of the house. An empty cooling pipe and a patch of dirt showed where a fridge would have stood. The sink flaked rust and the lower cabinets hosted roaches. One scuttled over Amy's toe earlier and she'd writhed in revulsion, squealing: _"_ Oh, _gross!"_ before attempting to stamp it out in vain.

The floor's white tiles were bleached an unsavory yellow hue, like that of decaying teeth. Cans and empty glass jars lay scattered across the floor; cabinet doors leaned crookedly on their hinges. Spiderwebs glistened inside them.

That left the pantry, which was oddly clean, if not exactly what one might call organized. Amy couldn't tell if what she held in her hand was beans; most of the cans had no labels on them, and the writing on the metal had long since flaked beyond legibility. She gave the lid a cursory sniff, detecting nothing especially offensive.

"Amy," Cream said finally, "I think these are expired." Cheese agreed.

"Maybe we're not looking hard enough," she replied, and stuck her head back into the pantry. "There's got to be something we can use!" A few more minutes of aimless rummaging through the back shelves produced a small can of tomato soup.

 _Best by: seven years from now._

Amy blinked. Wait— Had she read that right? There it was on the label, stamped in plain print, seven years. If it had been canned beets or something she might not have reeled, since preserved vegetables tended toward long best-by dates. But not _that_ long, and never for a can of soup. Not that she'd ever heard of, anyway, unless this particular company wanted it to ferment into slush.

She ripped the tab open.

Perfectly good soup.

She looked back at Cream and Cheese's expectant faces, and her lips twitched in a nervous compulsion to smile. Even though the thought chilled her like an updraft, it was such a small discrepancy, easily waved away. As such, her rational mind refused to accept the bigger implications at hand. Probably was a misprint. At this point she felt it better just to be grateful that she had _one_ edible can of soup in her hand.

"Um." She set it on the counter, rubbing her palms on her sides. "Well, I guess we ought to eat now … Would you two mind getting T—"

"We're on it!" Cream dashed off, leaving Amy to call after her and Cheese.

"Now don't run up those stairs! Your shoes are still wet!"

Of course, her warning was moot as the two scamps darted out of earshot. She decided she had better not dwell on the matter. Tails would probably be able to explain why, in a house where the potted hyacinth had crumbled and dust lay thick on every piece of furniture, the kitchen stocked soup dated to expire years in the future.

Her fingers trembled as she snapped the pilot on, letting gas hiss through the stove's front burner. Suppose she did humor herself, though. If this really _were_ an abandoned old house, wouldn't the lines have been cut long ago? Rusted pipes explained why this place had no water, but gas implied someone must have kept it, and for a reason. Someone who could return at any moment and think _they_ had broken in.

As much as the notion of another unpleasant run-in disturbed her, she knew they had even less of a chance out in the open. Not where drones patrolled for vulnerable targets among smog-choked streets.

She looked up to the sound of feet pounding the floor on the level above. Cream's laughter wafted down, cheerily oblivious to the dread squeezing her heart. Outside, the rain gained speed with the wind, pelting the glass in fat, exploding droplets, leaving the shutters to quake hard on their locked hinges.

Amy struck a storm match from a pack she'd found. Something dangerous in that long, pointed flame made her heart thump against her ribcage.

She lowered it toward the burner.

"Here goes."

* * *

"Mr. Tails?" Her knocking heralded no response. Cream poked her head through the door, her long ears dangling as she peered quizzically into the room.

The lack of a reception desk had led them to believe this place was a forsaken house. But the more Cream considered the matter, the more she thought it might have been an inn instead. The front room, a foyer, hosted two staircases that led toward an extended balcony. The door underneath it opened into a spacious kitchen, equipped with multiple pantries and an adjoining cellar. The moldy smell that wafted up from the latter's gloomy, earthen depths made her a little hesitant to explore that particular area. Amy agreed (with pinched nostrils).

Upstairs, hallways branched off to the east and west, though some rooms were mysteriously lacking doors or else bricked-in. The beds mostly resembled each other, fitted with quilted covers. Most floors consisted of bare wooden planks floured with dust.

Earlier that day, she and Cheese had discovered an old-fashioned bathroom. Curiosity prompted Cheese to yank a chain hanging from a steel pole that was attached to a porcelian bowl.

Unfortunately, nothing happened. Further examination of faucets that had rusted dry compelled them to gather water as quickly as possible, a goal they hopped to when they heard the first opportune rumblings outside.

Tails was working on a project inside one of the bedrooms. Sitting cross-legged, he hunched over a plate-shaped device, his lips murmuring quietly as he performed mental calculations. He decided to affix a dish-like addition to the plate when she wandered in.

A few more tune-ups found the antenna whirring; it produced a short-lived dome that enveloped him, its shine an iridescent glimmer before vanishing into dimness.

"A shield," she said, startling him out of his reverie. "It's so pretty."

He nodded.

"How long will that protect us?" she asked, and found her gaze drawn across the trail of Nocturnus tech he'd rejected for practical use. She wondered aloud: "Maybe we should leave some of this alone. It doesn't belong to us."

"It's … okay," he rasped. "These are … tools. Help us … fight."

With that Cream left him to work.

That was, until Amy trudged into the room, offering three words to explain her sour grapes. "Soup blew up." She plopped facedown on the bed next to Cream. Puffy baby-blue checkers hugged her body, sinking with a prolonged hiss of air.

Pushing herself up, she realized: "Hey … that was actually kinda fun." The springs squeaked as she pressed down on the coils. And naturally, that flight of whimsy led her to yank Cream and Cheese up with her.

She chucked a pillow at Tails, which raised dust from the patch of bare floor it smacked. "Hey, take a break from that stuff a minute and get on up here!" Tails shook his head and continued tinkering with the machine, enticing a pout. "Come on, don't be like that! See, Cream and Cheese have got the right idea."

At one point she towered over the unsuspecting fox, her hands planted firmly on her hips. "I do say," she declared with authority, " _someone_ in this house is being a wet paper bag. And as president of the No Wet Paper Bags Club, I say we _get him!"_

She aimed another pillow at his back. It missed him as well, except it smacked his project square on its console instead. A light whined on at the antenna's tip: seconds later an intense blast ripped through the air, shredding the pillow into a maelstrom of feathers and shoving Tails onto his stomach.

She scrambled over the edge of the bed, panic fluttering in her chest.

"I'm sorry!" she shouted, "I'm so sorry! Are you hurt?"

As he pushed himself up, broken pieces came unstuck from his stomach. The shield mechanism lay in dozens of shards underneath him, wires splayed flat where his impact had crushed them. Slowly he lifted the snapped antenna. The tiny dish slid off the bent pole with a _plunk._

He sucked in his bottom lip.

Amy covered her mouth. "Tails… "

Feathers drifted down, smelling faintly of singe, and that was the last straw. Stiffly he climbed back to his feet amidst Amy's gushing and bundled the pieces into his arms. Promptly they hopped off the bed, following him down the east-wing corridor.

"Tails, _wait,_ I didn't mean to— Maybe we can put it back together—!" The girls winced as he shut the door behind him with a definite _bang._ An uncomfortable silence followed.

After a while of imploring him to open the door, to let her just _apologize_ —dejection hardening into anger and then melting back down into a soft, wounded ore again—Amy left.

Cream remained.

The door was quiet, devoid of the tinkering sounds that had filled the other room. Just when it seemed he'd refuse to speak to either of them for the rest of the night, she heard a low, grainy hum followed by a tearing noise.A rumpled piece of paper shoved out underneath the threshold, its perforated edge brushing against the side of her shoe.

 _Sorry, Cream. I just want to be alone right now._

She asked, timidly, "Are you upset with us?" then knelt and slid the paper back under. It returned with a short reply.

 _No._

"Are you sure?"

Tails paused a bit.

 _She thinks I'm some kind of baby._

Cream stood in the hallway, clutching the sheaf in her hands. Half-responses formed on her lips, but all of them felt wrong, ineffective at best. By the deep silence the locked door presented, it appeared Tails required no reply and wasn't particularly waiting on her to provide him one.

Reluctantly picking up a napping Cheese from his place on the rug, she headed back down the stairs. Amy would need help trying to make dinner.

* * *

 _'Count down from one hundred.'_

Tails remembered a surgery from when he was very young. A smashed elbow, which happens when you're four and you fall out of a tree, and your big brother races you to the nearest hospital. A kindly nurse placed a gloved hand on his head while another nestled a cup over his mouth filled with hissing gas. He was instructed to count down from one hundred.

 _'Go to sleep.'_

Next thing he knew, Sonic beamed a huge smile at him.

' _Hey, bud! You did it!'_

The time between Nocturne and Metropolis felt like anesthesia, a portion censored entirely from his mind. As if his life was a flowing passage from which a good chunk of it had simply _stopped._

Tails struggled to remember anything substantial after he'd blacked out. Fire lashed toward him; Shade had tackled him and crushed him and from that moment on his memory cut out. Sudden, absolute darkness dominated his mind.

Except … that wasn't completely true. While he worked on figuring out these strange devices, memories would dislodge from their hiding places. Occasional flashes swam up toward his consciousness. Faint voices echoed in his memory, begging him to rest, to wake, to go and stay; contradictory orders pulled him in opposite directions. Through the confusion he could only think of the one person who could help him make sense of things.

( _Sonic?_ )

It hurt when he tried to speak. Sometimes his throat burned and swelled shut, as if someone had stuck needles through his vocal cords.

What bothered him even more than that were the passing, concerned looks the girls gave him when he muffled coughs inside his fist. He didn't want to burden anyone, really, but breathing inside this plastic mask was hot and cumbersome and it didn't do much to alleviate the itching in his throat, even though letting Amy know was probably the _last_ thing he'd do. It would hurt her feelings not to pretend it didn't help.

No smiles greeted him this time, though. No cast, no Sonic, no teddy bear hastily bought from the gift shop. How terrified Amy looked when he awoke—on the verge of tears. Their environment had consisted of darkness, and hard-to-breathe air, and Amy crushing him in her arms, and Metropolis, and _Eggman._ Which made him wonder.

 _Had things really been that bad?_

Tails thought in terms of problems and solutions. It would stand to reason that his mind would try to seek the source of this problem, try to determine just _what happened_ between memories. He knew it had to do with the fire and he knew that inhaling smoke would cause him problems, but—he hadn't been awake for the rest. Not for the crash or for getting lost, nor for being hunted down by the Nocturnus. What were they doing here, anyway? Hadn't they fled? Neither Cream nor Amy seemed up to answering pertinent questions, and although he didn't want to press them, the urge for answers loomed in his mind.

Problem: he didn't know where they were.

What do you do?

You build something to determine your location. An echolocation device, a radar, something, anything. You tell Amy, in so many words, even though your throat hurts and she kind of stinks at charades anyway, that we need to find pieces to build such a device.

Under normal circumstances, Amy would have said: ' _This is a nightmare, Tails. Go back to sleep.'_ Just a dream, an unpleasant dream. Nothing bad ever really happens in dreams, right? You can't get hurt.

But she doesn't.

She follows you to the scrapyard to gather parts.

Tails studied the broken pieces in his hands. He could only partially recreate the shield. After a while of uselessly prodding his screwdriver at a bent circuit board, he pushed the ruined device aside with a quiet sigh and lay back on the carpet. This room used to be a nursery, and connected to the other room via an immured closet; the faded paint on the ceiling was the same powder blue as the toybox and the gingham quilt, and hosted a space design with large chalk-yellow stars. The rocket ship sailing through smiling planets reminded him of the _Blue Cyclone._ His memories carried him there.

Space was beautiful, full of living planets yet to be explored. But eventually the grandeur of the journey wore off and he began to yearn for more familiar, earthly things. As he plotted out the _Blue Cyclone_ 's next coordinates, he would get cravings for home. His desk, hard and sturdy, and his radio, and his noisy cartoons, and his tiny side-fridge stocked high with sodas he really shouldn't have had.

Even meals with seven other people (and one robot watching impassively) grew stale. Wild incidents where Knuckles jumped across the table at Sonic and spilled drinks over a misunderstood joke had dwindled into quiet affairs where the clink of plastic cutlery spoke louder than their words.

Someone was usually missing from the table. Someone else was often in the med bay, getting bandaged. Shadow would clear his throat, excuse himself early. Rouge couldn't find the napkin she needed, why did it seem like they were perpetually running out? Amy would gently remind Tails he'd already told this story three times over just as he stammered out an anecdote to fill the absence. The silence thickened so much that, over time, everyone began to retire to their own rooms to eat.

He didn't blame anyone for that; routine bred boredom, and they were too exhausted from their travels to care. Though he had done his best to make the vessel more homely and as accommodating as possible, they simply couldn't fend off their restless longings.

 _When we go home,_ he would hear Amy tell Cream, _everything will be all right._

A quiet knock rapped at the door.

"Tails?"

He sat up languidly, hugging his knees.

"We finally figured out how to work the stove. There wasn't any water, so we had to boil down some peach juice. And, um … it might help your throat a little," Amy added, the note of optimism in her voice as delicate as the porcelain cup she carried. "Anyway, I'm gonna set this down here in front of the door and you can get it whenever. All right?"

She set the cup down. But instead of leaving outright, she idled at the door, her feet shuffling against the threshold. By the soft folding noise he heard, he deduced she must have been wringing the hem of her dress again, waiting for either of them to break the ice. Guilt squirmed in his stomach, compelling him to continue saying nothing.

Amy took a sharp breath. "Fine, then, let it go cold. See if I care."She marched roughly a quarter of the way down the hall before heading back.

"Tails, I'm sorry," she said softly. "I don't want things to be like this between us."

Neither did he. He reached for the notepad again.

 _It's my fault._

"What do you mean? I was the one who bashed you with that stupid pillow."

 _No, not that. I mean Metropolis. Eggman. All this started because I should have been checking up on him when we were working on the Blue Cyclone, but I didn't. I didn't know he was installing a lockdown or a program override. I should have run more tests just to be thorough, or_ … _or_ _something_ _before the ship exploded._

At last she spoke. "Don't … " He could sense her thinking through her reply, confusion seeping into her voice. "Don't blame yourself for what he did …"

 _He almost killed us._

* * *

Silence chipped away at the minutes. That sentence stopped her cold, paving the way for Tails to disclose his guilt over their circumstances.

 _How could I have been so stupid? As team leader, it's my responsibility to make sure no one gets hurt. I let everyone down and now they're gone. Who knows where they are? Now I can't help but think Sonic and the rest of our friends are out there, hurt, or maybe even dead, while I'm safe from Eggman inside this house. It's not fair._

 _I'm so sorry I put you and Cream and Cheese through all this, Amy. Maybe it would have been better if you'd just_ …

Hot drops began to prick at her corneas, ones she willed down with a hard swallow. "Tails … " Her spirits sank more with each sentence she read. She knew he was prone to self-flagellation, but how could he honestly think he deserved the blame? "No … don't _say_ things like that … " She pressed the heels of her palms to her eyes.

 _I don't blame you if you don't trust me. I wouldn't trust me much, either._

"Tails, open the door." She jiggled the knob. "Can you please open up?" For a few terse moments she lingered by the door, slumped against its unmoving surface. To her it felt like a miracle when a small _click_ sounded and the barrier between them finally relented, opening wider to reveal him standing in the threshold, unable to meet her gaze.

"I'm not … " Fixing his stare at the ground, he sighed. " … a baby."

"I know you aren't." Gently, Amy drew him into a hug. A long time passed before he patted her once on the back.

"What's wrong?"

He blinked drowsily. "Tired."

Amy slackened her grip a little, helping steady him with a hand on his shoulder. "No kidding. This has got to be the longest day ever."

"Cream … Cheese …" he asked. "They okay?"

Her lips flicked upward in the tiniest smile. "As much as they can be, putting up with us nerds."

Tails nodded absently, fidgeting. "Had a dream," he said. "Sky was … on fire." Unable to elaborate, he massaged his throat, prompting her to rub his back.

"Hush. Drink your juice."

He hesitated with the cup she placed in his hands, as he wanted to say more. All that in due time. He sipped a little of the beverage before that old light illuminated his eyes. Amy beamed at him.

"Good, right? Wait there," she instructed him. "I know something that'll make it even better."

"Look!" she exclaimed minutes later, twisting the lid off a can of shortbread cookies. "Still good! Doesn't it smell wonderful? … Tails?"

She slowed her pace; in the short time she'd dashed downstairs and back, he'd fallen asleep. Her enthusiasm sank even lower as she spotted his untouched cup sitting at the foot of the bed. He'd only humored her for her own sake.

Left with the tin, she bit into one of the cookies.

Stale.

Amy tried to smile at the irony. Not that it should have come as a surprise or anything, right? To her empty stomach, however, there was no difference. Her hunger came alive, bolstered by her blurring vision and her enclosing throat. She must have shoved at least half a dozen of the dumb things into her mouth, as if somehow that would have sufficed for her and Tails both.

Soon the tin clattered at her feet and the remaining cookies rolled out onto the dusty floor. With nothing else to hold back the dam, she cried.

Eventually Amy sniffed, smearing her puffy eyes on the back of her wrist. Delicately she climbed onto the bed alongside Tails. Her strength evaporated as she listened to him breathe, at last, in a steady rhythm. They weren't out of the woods yet. Far from. But … it was a start.

When Cream and Cheese arrived, shaking her by the ankle, their voices distant: _"Amy?" "Chao?"_ she curled onto her side to give them a space on the bed. The quartet packed in together for the night, to the sound of rain slapping the roof.

Caught between the day's stress and tomorrow's worries, her troubled mind disrupted her sleep. She twitched awake on occasion, unable to drop off until exhaustion dragged her down. She'd tap Cream's back or Tails on the shoulder just to remind herself they weren't going anywhere, confirming all this had been indeed real and not some crazy dream. Hard to say what was what when so many images flashed before her, demanding she make sense of them.

( _the Nocturnus broke through the door and they screamed_ )

She awoke once to discover Tails had tucked the suppression device under his head. He curled his fingers around the handle when she tried to wriggle it away from him.

 _Stubborn,_ she mouthed, and plopped back down to blink at the ceiling. She didn't peg him as the type to venture blind guesses in dangerous situations; he was always stressing the importance of weapons safety, even as he once fitted his walker with a cannon that could dismantle GUN Hunters in a single shot. If he didn't know what something did, he made certain to learn. She couldn't recall a time he'd rushed into a room blasting away from a device he knew virtually zip about.

She had to stop replaying these hypotheticals in her head, they'd only drive her crazy … But the possibilities frightened her. Who could say what would've happened had things gone south? What if the device had blown up in his face instead? Wasn't there a chance that could still happen?

Heaving a quiet sigh, Amy supposed she ought to give him a break. Desperation shifted your priorities, and Tails really didn't have a choice in the matter. Without his intervention, that Nocturnus might have seriously hurt them … or worse.

She _knew_ that. So then, why was this so hard for her to accept? Why did she expect to close her eyes this time and find herself aboard the _Blue Cyclone_ , resting on a hard bunk bed while the ship glided past a nebula?

* * *

A child awake in the dead of night senses the limits of the world. They know how precious little the loneliness of a creaking house responds to daytime logic. More often than not, their defenses employ a superstition of some kind—counting ceiling tiles to chase off howling winds, burning a nightlight to discourage monsters. Rituals help them retain a certain degree of control over the unknowable.

Despite holding these naive beliefs, Cream would have liked to consider herself sensible enough to try to follow in her friends' stead. Don't think so much about what might live in the tumultuous weather. Sleep. It's the logical thing to do.

She shivered. Not from cold; the heavy patchwork trapped body heat extraordinarily well. In fact, she might have admitted she was a little warm sharing the bed with her friends. Since it was a single bed, its width too narrow to accommodate them, the four of them slept sideways on the mattress. Cream and Cheese lay nearest the headboard, Amy in the middle and Tails at the far end.

She burrowed a little further underneath the quilt. She wouldn't be entirely sure what would happen wasn't a dream. One minute she had watched Cheese cradle the Emerald, its glow comforting them in the dark. Then, for lack of a better explanation, it blinked. Or pulsed. Its bright core winked, and an arrow of light shot out, startling them into sitting up.

It flashed so brightly it should have blinded her and roused Amy and Tails in an instant, but neither of those things happened. The Emerald's radiance bathed the room while leaving the bed in an odd bubble of untouched space. Each pulse spread out, transforming the rest of the room.

Cream and Cheese gazed around themselves in awe. All around them the gloomy room shifted into an amber-colored haze, the air sparkling motes like sunlight pouring through dusty reams; its sleepy warmth touched the arm she raised to meet it.

The peeling paint grew smooth and vivid again. Amy's Piko dissolved; Chao plushies replaced the technology inside the toybox. Even the carpet softened, no longer dirty and stiff.

They slid out of bed with the utmost caution. A mirrored vanity appeared opposite the bed, and the bricked closet beside it regained its long-lost door.

She sprinted up to the closet and shoved the door aside, reeling back instinctively in case something awful decided to burrow through with its teeth bared. No monsters accosted them … but what she saw made her heart leap directly to her throat.

Her mother's clothes were inside. Her white button-up shirts, her pastel dresses, the plum-colored pea coat she wore when autumn turned chilly: these were all perfectly pressed and hung from the rack in immaculate condition. Her polished loafers stacked in a neat line on the floor, so organized that Cream used to imitate aligning her shoes in just the same way.

She had no time to ponder the meaning, because her mother herself stormed in, a half-open suitcase clutched in her hand. She knelt before the closet at Cream's side, haphazardly stuffing clothes into the case. She glanced hurriedly behind her shoulder, as if expecting someone to follow.

It all happened so abruptly that Cream stood frozen for a split second. Then the excitement welled up inside her chest, threatening to spill over. Her mom was safe! She had so _much_ to tell her!

She ran to hug her, but her arms encircled air. She phased through her mother's back and landed on her palms, utterly bewildered.

"Mama, we're here!" Cream reached out to grab her skirt, and her hand passed through the whirling folds. "What's wrong? Don't you see us? Oh, don't go—"

Cheese, too, tugged on her to an equally cold shoulder. Her mother continued to race around, heedless of either of them. She slammed the toybox shut, and then, turning slowly, cast a guilty glance at a spot on the floor.

Pushing up a floorboard with her heel, she set aside a loose plank and dug inside the dark enclosure. An Emerald glittered in her hands, much to Cream's surprise.

She clutched it tightly to herself. Shook her head at something her daughter couldn't see.

"Mama," she murmured, "what are you … "

Cream squeezed her eyes shut, opening them to lightning burning into the walls. Thunder followed, shaking the house's frame. In the span it took a clock to tick off a single second, the room had reverted back to its bleak, rainy state. The air thinned; a gray chill reclaimed the world.

She stood there for a bit, confused, before Cheese alerted her to the floorboard in question. He fluttered around it; scarlet-colored threads eclipsed its crevices.

She held her breath at the sight. Was it still there?

Cream tested a foot on the board. It creaked like any other, but the light was pouring through it as if it would burst through at any second. With Cheese's help she lifted the plank, and the light receded, drawing her deeper into the enclosure.

Taking a deep breath, she stuck her arm inside. Though hardly squeamish to creepy-crawlies—she often caught bugs on her own in the woods—something about this made her ears intensely warm.

She felt nothing particularly exciting at first. That made her a little braver. She prodded around the underfloor until she pricked her finger on a point.

Flinching, she tried again. Tentatively her fingers scraped past the point, sliding down the edge of the object, surveying its curve and texture. She discovered it was shaped like a dome, cut into facets.

And withdrew the same ruby Emerald her mother had.

Her face broke out into an enormous smile. "Look, Cheese!" she whispered triumphantly, raising it for him to examine.

Cheese cried out, and for good reason. The red Emerald shook, falling out of her hands with a _plunk_. It quivered a bit more before the green Emerald joined in its tremble. The two gems emitted a glass-like clatter, akin to the sound of plates shivering at the first rumble of an earthquake.

Both started _shrinking._

She didn't think it possible; those things only happened in fairy tales, didn't they? And this was no fairy tale—was it?

Terrified, she stuffed the red Emerald back under the floorboard and sat on the plank, thinking this would somehow reduce its influence on its green counterpart.

The board rattled violently under her, as if the ruby clamored to be set free. To Cheese's helpless chagrin, the dwindling gem continued to shrink between his paws, to the point where, smaller than a pebble, it escaped him and wisped on the floor less than a grain of sand. So too did the rattling shrink, to tremors, then a sporadic knocking, until it faded altogether into an eerie quiet.

Slowly Cream lifted the floorboard, seeing nothing. Neither Emerald was anywhere to be found.

As she listened to her friends' exhalations, her stomach twisted and her mind buzzed. First her mother, now the Emeralds—what was the meaning of all this? And how could she have lost the Emeralds so soon? How could she have been so _careless?_

She remembered Sonic, trying so hard to keep both their spirits afloat, putting his faith in her small hands. So much more was at stake than he'd have willingly admit to her; and now, she thought, her mother must be linked to the Emeralds in some way, even though she hadn't the faintest clue of how or why.

They must have been trying to tell her something important. Her mother had inhabited this house some time ago, back before the decay set in. Maybe the Emeralds showed her this vision to point her the way back home.

If she found her mother, she could secure their safety.

That was why, despite her reluctance to leave Amy and Tails, she had to go. She stuffed a pillow under her side of the quilt, smoothing it down so her absence wouldn't alarm them. The end product didn't look nearly as convincing as she'd have liked, but was time ever really on their side?

Cream gestured for the door. "They couldn't have gone far," she said. "Come on, Cheese."

Cheese's floating emotion ball spiraled. He pumped his stubby arms and legs before her, protesting his worries in a nervous string of chirps.

She hugged him close, lest the noise wake their friends. "I know. But we promised him we'd protect his Emerald no matter what, remember?"

 _"Chao-o,"_ Cheese uttered mournfully. She stroked his head.

"Mr. Sonic's depending on us. All of our friends are."

She tried her best not to sound doubtful, but was she just saying that to excuse her other, more selfish reason for chasing the Emeralds? She didn't know.

In any case, she vowed not to repeat her mistakes. Her friends needed to know it wasn't their concern. Her eye fell upon the writing pad Tails used to communicate, lying on the floor.

She turned to a tapping on her shoulder; Cheese had fetched her a pencil.

"Thank you." Balancing the pad on her knees, she huddled over the paper so closely she could smell its grain.

With the painstaking caution of a child who had just the year before learned how to write—and halted a few times when she rubbed the paper clean with eraser shavings—she produced a short letter in large, looping script, and tucked it under Amy's hand.

Cream looked back at her friends one more time. Her expression solidifying into resolve, she nodded firmly. "Okay, Cheese. Let's go."

 _"Chao."_

Together they pulled the door shut.

* * *

 _Dear Amy and Mr. Tails_

 _If we don't come back by the time you wake up we would like to say we are very sorry. We don't blame you if you are angry with us. But there is something extra important we must do or else bad things will happen. I wish I could tell you more. Whatever you do please don't worry about us O.K.? Stay in the house where it is safe and we promise we will be back soon._

 _Love,  
_ _Your friends  
_ _Cream and Cheese_

* * *

 _This place is so big,_ she worried.

Her shoes clicked her heel-toe, heel-toe down the alley. She kept close to the drier side while Cheese hugged her waist from behind. Despite her initial confidence, she was feeling more like a mouse lost in a maze with each passing second. Good thing the rain had washed away a little of the smoke that obscured the city; she wouldn't have the first clue where to begin otherwise.

Reaching out, Cream trailed her hand along the individual bricks they passed. Best remember their shapes. She entertained the naive thought that if she came across an odd brick, it might access a secret tunnel, just like a dungeon switch in a mystery book.

Her instincts were crude at best and downright dangerous at worst. But what else did she have to rely on? Buildings loomed over the young girl and her Chao, providing no hint as to where her missing Emeralds might lie. Streets led to dead ends where neglected piles of rubble blocked off various paths. They winced in the shadow of the occasional drone that sailed overhead, flashing needle-like beams through the clouds. By dumb luck it seemed they were focused on more pressing matters than wanderers in dreary weather.

She patted Cheese on the head. "Stay close, okay?"

A little while later they arrived at a juncture where a scrap of cloth railed from a steeply-bent stop sign. It flapped like a ragged flag against the damp wind. Woven into it were three dark blue triangles against a black field. To a less keen eye, the pattern was almost indiscernible.

"It's going left," she remarked. "Cheese … you don't think … "

"Chao, chao. Chao chao chao."

Gently she let the scrap dangle back on the sign. "You're right," she said. "It's just … "

A thin, warbled groan caught her attention, made her stiffen in place. Cheese fluttered around her. Though her first instinct was to investigate out of an empathetic impulse, she also wanted to turn and run out of fear of an ambush. The groan grew louder, heedless; and as she flattened her ears against her head wondering what the right thing to do, a voice entered her mind:

( _he's in trouble_ )

She pried her hands away, blinking as drops pattered inside them. "I see," she said softly. The voice she heard was mild, as natural as a friend's gentle suggestion. She knew where it had come from. Cheese's emotion ball formed a question mark, and she clarified: "We didn't lose the Emeralds. They left on their own."

She took a few steps forward and turned at a ruined alley that hosted a chained tunnel entrance, shepherding a confused Cheese alongside her. The groan subsided for a bit, dissolving to the patter of rain.

"Um … " She peered up at the tunnel's rusting sign. Oxidation had erased its warning, now a blank steel plate. "Hello?" she called. "Is somebody here?"

They surveyed the desolate place. Rain swelled cratered puddles. An oil trail writhed through the concrete, twisting among the cloudy water like an iridescent eel. Piles of shattered bricks scattered across the way; one of them tumbled down, revealing the dim outline of a soldier's unlit helm. He lay facedown under the debris, terrifyingly still.

Ignoring her pang of apprehension, she asked, "Mr. Nocturnus?" No response. Cheese tugged on her.

"Maybe … but he might be really hurt." She straightened and put a hand around him, determined to show him how to resist their dread. "Cheese, I know you're scared. I am, too, but we can't let our fear win or else Dr. Eggman will."

Cream set about heaving bricks aside. Soon Cheese joined despite his initial reluctance, though he had to carry them singly and at times floated down to take a brief rest. It was tedious work, cold work, with rain slipping over them, making them trip or drop things on occasion. Once they freed the Nocturnus' dusty body, they set on turning him over.

No small feat there. Her arms burned as though she were attempting to flip over a bus. Even with Cheese pushing on his back while she pulled in tandem, they barely managed to get him supine.

Squatting over him with held breath, at length she heard a small, watery voice filter through an electronic crackle.

 _"Did he save the Gizoid?"_

"Who?"

 _"My friend,"_ he said, and coughed. _"Did he save it?"_

"I'm very sorry, but we haven't seen any Gizoids." Honestly, she was relieved—a little amazed, to tell the truth—that he could still speak through utterly dead armor. The Nocturnus who'd attacked them earlier that day had struggled just to stand when his armor had blinked out for a brief moment. Here, his armor ebbed light at the point of near-darkness. "Cheese, do you—"

 _"_ … _Cheese?"_

She cocked her head. "Haven't you seen a Chao before, Mr. Nocturnus?"

 _"Oh,"_ he said. _"A Chao. Once, when I was very young."_ He sat up with great sluggishness, looking around him before trying, and subsequently failing, to shaking his head. The joints in his suit were so rigid they clicked. He couldn't move his head more than a few degrees. _"I_ … _I hate to ask, but I can hardly move like this. Would you be able to take my helmet off for me?"_

"You won't hurt us?"

 _"No,"_ he said. _"I promise."_ After a short pause, he said, _"There's a latch in the back. Just twist it a little to the left."_

Cream complied; the helmet struck the ground and he exhaled at the sensation of the rain washing down on him. "Finally," he said, "fresh air." Sans helm, he was a yellow-orange echidna with striking pink eyes. He used them to look up at her, gave her an exhausted smile. "Thanks. It gets cramped in there sometimes."

"My name is Cream," she said, picking up one corner of her damp skirt to bow in a polite curtsy. "It's a pleasure to meet you."

"Same. I'm Teukros."

He attempted to stand; it seemed the helmet controlled some of the immobility. Once off, he moved in short, taut gestures, much like a robot made of clinking parts. Granted, he couldn't move _too_ freely without it on, but it was far better improvement than being rendered a living statue.

She scrunched her ribbon, hoping not to be rude. She'd be remiss if she alienated a potential friend, but her curious mind needed to know … "Pardon us, but why were you lying here all alone?"

"I was … " He wrung his wrist. "Sleeping."

She'd had enough people try to sugar-coat their circumstances to her that she was beginning to develop a sense for it. He might have been lying in a similar vein, softening a harsher truth. Nevertheless she shook her head, channeling her inner Amy as she propped her hands on her hips. "This is no place to make your bed. You'll catch a terrible cold." Cheese echoed her stern admonition with folded arms as he bobbed in the air beside her. "Chao- _chao."_

Teukros managed another smile, and grasped the wall to climb weakly to his feet. His knees bucked like a newborn fawn's. "Guess you're right. But I could say the same for you two."

That caught her off-guard. "Huh?"

"You came from somewhere around here, yeah? Don't you have a home waiting for you? Someplace nice and warm?" His question went unanswered as a nearby object caught his attention. "There," he said, pointing. "I think that's the Gizoid."

Sadly, she recognized the 'Gizoid' right away. "Mr. Omega?" She cleared the rubble from his body, caked underneath layers of dirt and mortar. "Oh, no, Cheese, he's all smashed up." Cheese murmured a contemplative " _Chao-o_ … _"_ as she brushed more dirt off him.

"We never meant to inflict this much damage." Teukros laid a gentle hand on Omega's bulky shoulder. "Forgive us."

"Where did his head go?"

"That must be what he took," he said. "My friend, I mean. We were assigned to recover this Gizoid when the creature caught up with us. But … I wrote it off as a joke. I didn't think it would get so angry—" He sucked in his bottom lip. "Before we knew it, there was this enormous blast. Must've been incredible to cave in the entire wall like that."

A creature? She wasn't sure what he meant by that. Normally she'd have pictured a monster, complete with teeth and claws. Although, she was loath to admit … monsters in this case made her think of someone else …

She looked earnestly up at him. "I wish you didn't have to return to Dr. Eggman."

A flicker of sadness passed his eyes, like a glimpse of a candle carried past a window. "I've been wishing the same ever since we got here."

"Would you like to help us, then?" she asked. "We made our friend a promise. We can't let him down."

Stiffly—like an unoiled tin man—he waved them on toward the shattered brick road.

"Lead the way."

* * *

 _"Sonic! Wait for me!"_

 _She was gasping for breath by the time she caught up with him. Placing her hands on her knees, she glanced down at his bright red sneakers which ended the long trail of prints they'd left on a dusty mountain road. There was a reason they weren't tapping impatiently: at the seat of the hill, past a guarded tunnel, sat Metropolis._

 _Oblivious, her dream-self wondered what could have possibly led him here. She'd chased him wordlessly through sloping island trails, down crashing beaches, into wooded forests, past torrid deserts with no discernible path but the keen puffing his soles made slapping the sand. She'd followed him day and night without rest and nothing had stopped them._

 _Until now. Their world ended where twisted factories began. She saw the division that halted him dead, the writhing boundary where nature shuddered away from Eggman's ruin._

 _Their side shrank under an invading metallic crust. She recoiled at the sight of the grass around her hardening into ragged nails, leeched of color and vitality as they bent and snapped. The flower she'd tucked behind her ear dropped with a clang, crystallized into a knifelike saw whose petals burst apart as gnarled blades. Everything around them was decaying, rusting, turning lethal. The city's buildings bled out smog as if their pollution tore the sky wide open. Neon lightning winked maliciously from the smoky distance._

 _As the thunder shook, Amy looked toward her hero, who stood rigid as a statue with his fists clenched at his sides. In fact, it was the tiny tremor they quaked that let her know he felt anything at all._

 _"Sonic," she said, touching his shoulder, "are you—"_

 _He refused to budge. She couldn't so much as catch his eye. What was wrong? Why wouldn't he look at her?_

 _The storm slammed toward them full-force. She buried her head in his shoulder as a vortex unleashed its fury around them, spitting vicious bolts that stripped the world of its shape and color. Even Metropolis was steeped in darkness by the time it dissipated. Before her watery voice could find its purchase, eyes surrounded them. Burning. Rows of them._

 _Eggman emerged from the shadowed crowd, wearing a grin to boil her blood._

 _"Sonic knows his place," he said, tucking an arm behind his back. In his left hand he wielded a luminescent tool similar to Tails' suppression device, his pointer finger tapping the trigger with a flourish. Glowing strings grew out of the barrel, reaching toward them like living tendrils. "It's about time you learned yours."_

 _"No!" She planted herself squarely in front of Sonic. She vowed if the doctor took another step, he'd regret it._

 _Unfortunately, he saw little need. He fired, and to her horror, one of the strings flashed through her directly into Sonic, snapping back in a burst of light like the head of an electric whip._

 _She didn't feel it, didn't suffer an ounce, but it affected Sonic much differently. His eyes closed, and he swayed heavily to one side as if his unresponsive body still fought to stay grounded. He collapsed, which provided them a window of opportunity as she turned to tend him._

 _"Very well, then. Boys?"_

 _"Sonic!" she screamed as Nocturnus grabbed her. She took a wild swing at them, but her hammer broke free of her grip and swept away._

 _She bucked and kicked them. Spat, bit, thrashed. Struggled to break free with all the force she could muster, but they were multiplying, obscuring her view as their sheer numbers entangled her. They were no longer entities of their own but knees and fists lashing out at her from every possible angle._

 _A dozen. A hundred. A thousand. They swarmed her, thoughtless, endless. One grabbed her mouth, another wrenched her ears. Vise grips anchored her arms and dragged her under. Her lungs burned like she was drowning._

 _"They're crushing me," she cried, "—can't breathe, Sonic—help—"_

 _With a flick of his wrist, Eggman drew up his inert body like a puppet._

* * *

The shuffle of a closing door jolted her awake.

" … Sonic?"

He wasn't there.

Amy sat upright, pressing a hand to her thumping heart before looking up toward the window. Illuminated by sparse moonlight, shadows of droplets glided down the glass.

She trembled in the drafty air, then cast a rueful glance at the cotton tufts scattered across her lap. While dreaming, she'd wrung the quilt so tightly the stuff had spilled through the newly-rent tears; one of her toes wiggled through a rip.

Little by little she forced herself to uncoil the tension in her wrists. "Just a bad dream," she assured herself.

After taking a few moments to listen to the hushed trickle, she shook her head and buried it in her skirt, drawing her knees close to her. Though her fear had quieted some now she knew she hadn't been in any immediate danger, Sonic lingered in her mind like an afterimage. The rain reminded her of just how far apart they were.

 _Please be okay._ Amy lifted her head, threading her fingers over her cold cheeks so the friction between her gloves and her skin warmed them. She rocked softly back and forth, as she used to do when she was little and the monsters flashed their claws in the darkness. _Oh, Sonic, please tell me you're doing all right._

She sat awhile to gather her bearings. Then she glanced down at Tails, who had curled under his namesakes in a far more peaceful sleep. His mask, which she had tied tight behind his head to keep it from slipping off during the night, produced a steady white puffing upon his slow exhalations. His chest rose and fell with an assuring regularity.

Looking to her right, Amy prodded the quilted mound. No response.

She peeled back the edge a little, revealing a pillow, but shook off her gut-pang of apprehension rather than jump to the worst possible conclusion as she'd been doing all day. The pillow had shifted places on the bed … maybe Cream was using the bathroom and didn't want to disturb them? Plus, she hadfallen into a habit of wandering all over the house. Maybe she'd indulged her curiosity, gotten lost …

"Cream?"

Footsteps. They didn't come from the bathroom down the hall. Rather, they seemed to waft up from the kitchen.

She pressed her ear to the hardwood floor, but didn't pick up any vibrations footsteps would have emitted through the ancient boards, even for a child as light as Cream. She did perk at the faintest clink of metal, though. Like a spoon scraping worn china.

"Cream," she whispered tentatively, "you there?" cocking her head to the silence that answered. A loud clangor followed, so salient Tails murmured.

Amy pulled her boots on and took her hammer from its place beside the toybox. Something told her she wasn't the source of that particular noise.

When she reached the foyer, she hid behind a support beam under the balcony. The door to the kitchen, which was shut when they'd retired for the night, now swung slightly ajar. A trail of watery mud dragged across the tiles into the kitchen; she followed it to peer through the crack in the door.

Initially, she couldn't see much through that narrow strip. As her vision adjusted to the dim, she caught sight of a Gizoid stretched across the table. With narrowed eyes, she realized it was clutching its own severed arm, that wires spouted from the socket.

Just then a cloaked figure swept into view. Bowing its head, it placed a hand on the Gizoid's forehead. That dimmed the light flickering in its irises, and it slackened as if it were being put to sleep.

Though she didn't know what to make of this, she watched for more clues, hoping for a mere glimpse of the identity the darkness shrouded.

Fear flooded her system as she saw the cloaked figure freeze—and swivel around, making a beeline in her direction. The intrusion gave her little time to react. She ducked away, pressing her back against the wall, clenching her fist around the handle of her hammer.

Things fell ominously still. Each heartbeat led to another pointed, fragile silence, and she didn't move, didn't dare.

The doorknob shook.

Amy scrambled upstairs as quietly as she could, taking the stairs in a frenzied leap-frog to cover the thumping her boots made against the stairwell. A discernible voice inquired aloud about the noise, though she wanted to put as much distance between herself and their new 'visitor' as possible. She stumbled into the bedroom and shook Tails.

 _"Tails."_ Harder. "Tails, wake up. Someone's in the house."

He mumbled awake. Blearily he peered up at her and whispered, "Noc … turn … us?" in his cracked voice. He wandered his hand over the suppression device, which had wedged itself between the mattress and the footboard during the night.

"I don't know, but Cream and Cheese aren't asleep, and—" She picked up a yellow piece of paper rumpled under her pillow, and … "Oh, no." Her stomach sank. "No, no, _no—"_

Before he could ask what was the matter, she yanked him onto his feet. They flew downstairs, their legs carrying them through the foyer. She punted the front door and it all but slammed on its hinges, battered against the frame by the harsh wind. Soon it became a dwindling sight in their rearview. Amy tugged harder on his wrist to keep from losing him in the storm.

Precipitation slapped the street in heavy gusts, lending the empty asphalt a menacing glint. She raced around the corner into a dark side-alley, toppling over a garbage can in her wake. This city was so lifeless that all that poured out was sawdust, turning to useless slosh in the rain. Tails hopped over the muck as she frantically hunted her way through a landslide of trash.

"Cream? Cheese? Where _are_ you?"

Tails tried calling for them as well, though his voice cracked and she discouraged him further with her fearful look. She wrung her dress hem, now sopping wet. Whirling around sprayed mist from the edges of her body. Amy cupped her hands around her mouth and strained her voice to produce an even louder call. "Ohh, this isn't happening, this can't be— _Cream?"_

As her own voice echoed back at her, panicked thoughts darted through her mind. She'd been so wrapped up in her own drama that it never occurred to her to keep her vigil up for Cream's sake. Why had they worried her enough to spur her to write this note? Why had they saddled her with that burden? She was just a kid, she shouldn't _have_ to worry about clean water and their safety and keeping their rapidly-vanishing peace of mind … Now … Oh, now she and Cheese could be anywhere, stuck _anywhere_ in this good-for-nothing city—

Tails trailed behind her, offering her a helping hand. She skidded down the pile and flung her arms around him.

"Tails, I'm _scared."_ She tightened her hold on him, as if that would protect him from whatever compelled Cream to venture out on her own. "She's all alone out there. What if— What if Eggman gets them?"

"I promise you," a soft voice said, "he'll regret it."

They reeled back, pressed shoulder to shoulder, when a patch of bricks from a condemned building sidled back. Vanilla, donned in a dark green cloak, crawled through the rough window-shaped hole. Once grounded she pressed a hand to her chest and took a few moments to steady her breathing, a bit lacking for oxygen as though she'd been chasing them down.

Amy was speechless. Likewise, Tails blinked hard, uncertain the raindrops misting his vison weren't part of another dream. A cold gale whipped through them, told him otherwise.

Emotions struggled for expression in Vanilla's eyes. Looking down at them, she seemed to want to ask them a great many things, but what she finally settled on was the most pressing question. "Where was she last?"

They both pointed toward the house, where the unattended door banged and creaked on its jamb. Vanilla deigned a single glance at it, her half-smile a fatigued one **.** Its loneliness seemed poignant now with the rain splashing into the open foyer.

"We should've taken turns," Amy said. Tails shuffled a toe at the ground. "Maybe if one of us was awake, she wouldn't have—"

"No, don't berate yourselves. You're not the ones to blame." Vanilla tugged her hood back on, letting the water stream rivulets over her dipped head. "I've made a terrible mistake."

* * *

 _ **See ya in Chapter 4, folks.**_


	4. Chapter 4

**IV.**

* * *

 _"Missed me."_

The Consul's taunt dropped the match on the proverbial fumes, igniting the rage and frustration that had been building inside him. Gathering the last of his energy in one crude mass, Shadow hurled it at the catwalk where the Nocturnus stood gloating, wreathed in _his_ energy.

He didn't need to aim; the energy burst upon contact in a thunderous shower, like a lightning blast reducing a tree to a smoldering stump. Metal screeched as it plunged into the pool below. When the light cleared from his vision, all he saw was the walkway severed above him, its gnarled, foaming edges dripping white-hot cinders.

"No," he corrected. "I didn't."

His grim smirk crumbled under a pulse of weakness that shot through him. He staggered backwards, clutching the rail for support.

The Consul uncurled from his kneeling position. _"Consider yourself fortunate. She could have pushed you down the shaft."_

He didn't need this. Shadow moved to turn when—

 _"Ugh!"_ A stinging in his arm broke his grip on the metal; next thing he saw was a leech blade twirling into the darkness below.

Little punk wanted to play? Fine, but he had to answer his question first.

"Where are Rouge and Omega?"

 _"Safe,"_ he said, _"which is far more than I can say for you."_

He ducked the next swing. The blade wedged deep inside the tank of a boiler, forcing the boy to abandon it as hot steam gushed out.

His opponent tried to grab him. Foolish move—earned him a fist to the mouth, his cry silenced as another jet hurtled between them.

Undaunted, Shadow parted the steam and strode through the clearing mist.

The Consul ripped his mask off to breathe, springing loose violet quills marked through with white streaks. Sonic's age, maybe younger, and with no buoyancy in his eyes unlike the lighthearted hedgehog, he gnashed his teeth at Shadow.

A thin drizzle of blood crept down his chin. His entire body quivered, tense. His resemblance to an injured animal poised to strike was not lost on Shadow. Because of that he decided to ease off for the time being.

"You can't possibly be this naive." His voice was quiet among the background hiss and whistle. "Fail the Doctor and he'll throw you away, just like—"

He caught the punch that flew toward his head, crushing the boy's fist between his fingers. Breathing hard, he punted him back onto the steel walk with a flat-heeled palm strike to the chest.

"—your friend." Shadow stifled a sigh. This whole endeavor was beginning to seem about as useful as talking to a brick wall; only difference was a brick wall held a slim chance of occasionally echoing your sentiments back to you.

The Consul wasn't listening now because he was wincing hard, eyes screwed shut, while massaging his jaw. He reached inside his mouth with two fingers and grunted as he probed out a broken tooth. He stared at it in morbid fascination, enamel shining glossy red, before tossing it down in disgust and turning his burning, hateful gaze toward Shadow.

"You'll never stop hurting people." He shook his head. "First the Gizoid, then Teukros—"

"Are you insane? It was your hubris that hurt him—"

"And it's my hubris that's going to end _you!"_ He spat flecks, though Shadow didn't notice that nearly as much as a suspicious pause in the boiler behind him. The air had stopped whistling out of the gash.

 _"Get down!"_ he shouted.

The boiler exploded, eating such a large chunk of the walkway that its halves curled under and plummeted into the pool with a hideous shrill. The boy's expression flashed from vitriol to open shock as he sacked into him, diving them both off the platform. Heartbeats later a girder exploded into the water, piercing the crumpled gnash of detritus where they would have stood had they wasted any more time arguing particulars.

Shadow's head flew above the surface. Thoroughly drenched in the foul stuff, he looked around as he waded through the chemical sludge masquerading as water.

He squinted in the dim and ascertained this place must house some kind of waste disposal system; that the deafening outflow from the porthole high above, laden with trashed cybernetics, would fill the disposal tunnel on his far right and wash its contents out to parts unknown.

Currently the water level was softening its ripples, though he knew that wouldn't last for long. Metal poked jaggedly through the dark surface. Decayed cables dangled down with exposed copper filaments clinging at their frayed ends, turning the place into a grotesque industrial jungle.

Scanning the place between groaning, seeping walls, the liquid swished as he turned. No sign of the Consul. Had he … ?

Surely not. If there was a ladder out of this place, he'd have found it.

Shadow forced his way toward the primary waterfall, twisting his body from side to side to gain traction. His path cut a wedge through a slew of junk that clanked and chattered against one another. Occasionally a spare robot arm or mangled prototype drifted past, carried along on an indifferent current. He stopped only to slake off mulch that would pour down with the back of his hand.

 _Disgusting._

A clatter.

As it turned out, there _was_ a ladder.

Next to a pressure hatch.

He scrambled to regain his bearings as the boy climbed along a broken girder and ran across it toward an iron crank. The Consul intended to open the hatch and flush him out. Even given the window of pause that it would take him to force it open, Shadow wouldn't have enough time to intercept.

 _Draw out his power._ The thought entered his head unbidden, even though it sounded much like his own voice making the suggestion. He didn't have the time to question its origin. _It may hurt, but at least it will render him immobile_.

"You think that's going to work on me?" The Consul's shout barely registered above the swirl of water. Light streamed from his armor in thickening whorls above Shadow's trembling, tightening fist; he fell roughly to his knees and almost slipped off entirely, but cradled the girder to steady himself, shimmying across its dripping expanse. "I'm not a doll that can be knocked down at your slightest whim, though I must say good luck with that concentrate; it'll boil your blood in about fifteen seconds!"

He wasn't lying: just gathering this small portion was enough to flush an immense heatwave through his wrist. Quickly Shadow flicked out his palm and let the energy web into the air between his fingers, crafting it into the rough shape of a lance.

Hefting the crackling bolt like a javelin, he cocked back his arm. "How fortunate for you, then, you're not the only one with bad aim around here. _Spear!"_

He couldn't control his throw once loosed; this energy wouldn't respond like normal Chaos energy. It thrashed forth like a snake's head, flooding the room in color and shape before lashing its fangs through the girder's body, snapping it in half with a mighty _crack._

"Damn," he muttered to himself, rubbing his wrist. While falling, the Consul had reached out and hugged his body around the wheel, with water from a newly-formed crack pummeling down on him. The door echoed from the frantic pounding his boot made against it; he wrenched his body away with each kick.

Shadow's ears swiveled back as they registered iron groaning under the Consul's prying fingers. Another crack punctured the wall, knifing out more water through a second hole. Pressure of this magnitude would practically turn the door into a missile.

He broke out into a sloppy run. " _Stop!_ You'll kill us both!"

"Whatever finishes the job!" The Consul spat out a stream reddened with rust. He ducked a piece of crumpled metal that Shadow pitched at the door, punching a dent into fortified steel inches beside his head.

"Come down here," Shadow ordered. "You don't really want me dead, do you?"

"I—"

The second piece of debris he hurled caught the boy's leg. Unfortunately, his fall also dragged the wheel open and released the enormous typhoon Shadow feared would wash them out. Garbage soared on the tide before crashing into the wall, the noise like thousands of hands smashing a hollow metal drum.

Shadow gasped for air. An oncoming barrel flew his way and he dove to narrowly avoid its collision course. The tide slowed him down immensely, and though he was a mediocre swimmer who in this case could do little more than claw against the current, he managed to kick his way through until he resurfaced in an open pocket several feet beside a corroded ladder.

The rung he grabbed broke off when a hand seized his ankle and dragged him back.

 _"Stay down!"_ The Consul drove a foot into his back while simultaneously wrenching the rung upwards, crushing his windpipe under the taut iron.

Shadow gripped the bar and smashed him against the wall several consecutive times, but couldn't slake the burden huddled over his back. Couldn't even budge him. His every living cell screamed at him to take the pressure off his shutting throat when a Gizoid skull emerged from the water.

" … Dolon?" the Consul breathed. He watched in disbelief as more limbs surfaced around them. Bent. Twisted. " _No_ — "

Another skull tumbled past them, and he jerked away from it as though a rat had brushed against his leg.

" _What is this?"_ Whipping around, he recoiled at the sight of Gizoid parts flooding in through the door. With an enraged cry he yanked back, exploding loam around them. _"What is THIS?"_

Shadow slapped his ringless hand to the wall, his heavy arm splashing through a curtain of water. Sucking in rapid gasps through the crevices of his teeth, he snatched for whatever air he could feed his starving lungs.

 _Don't give up,_ the strange voice urged. It was growing more difficult to obey its command,as his vision began to slide out of focus. Blinking, he willed himself to cling to the droplets pelting his flesh to keep his consciousness planted on this side of reality.

The metallic reek of sulfur pricked his nostrils. Such a potent odor made his mind flash back to Omega—

 _"Do you see this, you monster?"_ the Consul roared. _"This is a graveyard!"_

Before he could muster a retort, the Consul rammed his full weight down on the bar, thieving the last precious ounce of air in his lungs. Panic scrambled in his brain until his posture softened.

The rest of his body followed suit, eroding his will, his consciousness hovering at the dimmest edge.

Darkness welcomed him all too warmly.

* * *

He flipped the inert body and pried one of its eyelids open. Unfocused and glassy, the red iris slid away from him.

Next he tested the carotid. Despite its erratic breath, a pulse beat clear and strong underneath his fingertips. No permanent damage. The mind within had quieted.

The Consul glowered at the creature before slinging its arm over his shoulder. Maddening thing refused to comply with even the simple task of remaining still. The body veered at a sharp angle off his damp armor, and he hitched it further up his back to keep it from falling.

"When you wake," he said, "you'd best thank the Doctor."

He took a few steps before staggering. Pain stabbed into his torso, and a heavy wave of weakness burdened him as the battle-rage flowed out of his veins.

That didn't seem to be the only thing flowing out of him: his gaze trailed back toward a thick green ribbon floating on the water. Broken in parts, its glow was bright enough for him to map out every place he'd sustained damage.

An icy pang of dread gripped his heart as he realized the converter in his back was still leaking energy. Fuel slithered between the rivets, dissolved into putrid bubbles the moment they touched the water around his ribcage.

"Thief," he hoarsed, his mouth twisting. His lips stuck together, salty with blood. "You leech me, and _I_ am the villain?" His knees locked, and Shadow not only slid off again but collapsed like a ragdoll.

"Doctor … " the Consul said. "I know you won't destroy this creature. But … "

He looked from the pitiful sight of his sentries and up toward the ruined boiler where he might have stood—or no longer—among the destroyed remains. Two memories conflicted in his mind. One was fresh, fleeting, the other so vivid and long-lingering it might as well have been etched into the grooves of his brain.

( _"Crush them."_

 _A gravelly command, a pointed claw, a burning crimson third eye. Everything burned in greasy smoke. Fires never fully died; Gizoids, charred, heaped atop each other._

 _We will not speak of this, his people vowed; we will not speak of the demon who nearly ruined us_.)

He was no longer a child cowering in fear of the Black Arms. Or anyone else, for that matter.

( _fail the Doctor and he'll throw you away, just like your friend_ )

His gums throbbed around his bleeding tooth. Slowly, with great reluctance, he lifted the Black Arms creature onto his back.

The Doctor was waiting for him.

* * *

 _A man walked through the rubble._

 _At least, that was what it called itself._

 _They'd never seen one before. Perhaps the unfamiliarity was what made it so gruesome. The way it ensconced itself inside these ships and contraptions made them think of a viper nestled inside its coil. Whenever GUN struck at it, it would rip its fangs through their Gizoids._

 _Perhaps it was waiting to scavenge them next, said one of the boys. We should flee._

 _No, he said. The trembling and the sonorous metal banging suggested it was the one fighting their enemies above-ground. Maybe if they allied themselves with it, it would give them a better chance at survival._

 _It kicked aside a fallen GUN Beetle. It struck a prominent silhouette, as tall as their highest-ranking warrior, maybe taller. Certainly bigger. Fur sprouted beneath its nose. Its eyes shone two reflective lenses of glass. Its teeth wide and blunt as it bared them, catching glimpse of them._

 _He climbed over the crevasse._

 _"Zeno," Teukros whispered. "No!"_

 _"Sonic!" the man thundered at him, lunging a step forward before the dust cleared. "Oh. Another one. Run along, pipsqueak."_

 _Bowing steeply, he offered the man the last leech blade they had, its dulled edges quivering heavily in his hands._

 _The man sniffed, enlarging its pink nostrils. "What do you want? Scram!"_

 _"We," he said, "shall fight your enemies, Doctor."_

 _They followed him to Metropolis, where the man considered his words for a long time. A day and a night passed before he called them again, saying he'd offer sanctuary in exchange for their materials, and pointed to their beaten armor. They had no more use for those broken relics, didn't they?_

 _He was painfully aware he was not Nocturnus by his people's standards, and never could be. They had only looked at him and saw wasted potential; he learned to despise their pity as keenly as the taunts that insulted him outright. So he learned to gnash his teeth at the dissenters. He knew he was more than a child trapped inside a failed body, forced to watch years pass by like mere seconds ticking off a clock._

 _It was painful to think Nocturne would abandon her young. Perhaps that was why he convinced himself love of the ideal propelled him forward and not his anger toward the past. He was not invisible, defective, lacking utter worth, and he had to continually prove these facts simply to claim he had the right to exist. That the Nocturne he strove for was not dead, it very much lived. With the Doctor's help, they would achieve glory again._

 _His unconscious mind knew better. A man did not shelter a child without expecting an outcome. A man did not feed and clothe that child, did not foster that formless potential and shape it into something useful, unless he thought the dividend would eventually pay off._

 _The Doctor said he'd needed workers. But that wasn't enough to convince him of his usefulness, since the Doctor could simply have produced more robots if that were the case._

 _The Nocturnus weren't automatons, much as he'd tried to make them so. They were living, breathing beings, and used more resources than machines that could be turned off when they proved too cumbersome to deal with._

 _His confusion: Even if he slept on the floor, even if he obeyed every rule, overt and unspoken, even if he trained harder than the rest, even if he molded himself to the shadows and spoke as little as possible in the Doctor's presence_ — _even if he paid his daily debts to the man who believed in his dream and who honed him into what he needed to become to achieve that dream_ — _who did not brand him an eternal child as the others had_ — _he still needed more tending to than a machine. He could not make himself convenient._

 _He pushed himself. Trained harder, fought harder, just for a glimpse of what he coveted most._

 _One day, miraculously, it happened._

 _"You're real full of yourself, boy. Now show me what that ego can do." The Doctor smiled, steepling his fingertips. "How good are you at collecting a bounty?"_

* * *

"Dearly beloved," Eggman said as he stood with crossed arms, "we hardly knew ye."

Shadow lay prone at their feet, bathed in a warm circle of light. Like smoke from dry ice, the glow curled wisps around the perimeter of his motionless body.

Minutes passed as they waited for the light to report back results. By now it should have morphed into a compendium of statistics and vitals analyses. He didn't know what was causing the delay, and each additional second spent waiting increased his anxiety. Had he miscalculated? Suppose the creature never roused?

The Doctor raked his fingers through his mustache. Spying a gray strand, he yanked it out and flicked it away from himself, where it fluttered onto the creature's back. Not even the barest twitch responded.

"It must be unconscious," the Consul insisted for the third time. "My monitors were registering steady vitals not too long ago."

The tight frown never left the Doctor's expression as he slipped one toe under Shadow's hand and flicked it once. It smacked against the floor, its fingers loose.

"Doctor—" the Consul began, his throat closing a rigid lump as he thought back to the pool of drowned Gizoids. "It's destroyed our sentries."

"Of course he did."

"How long will it remain like this?"

"As long as we need him to," said the Doctor, "and aren't _you_ glad?"

The Consul watched the door a long time after he disappeared beyond it. Soon thereafter the light receded, allowing two halves of a glass partition to rise from the metal floor and lock their subject into place with an icy hiss.

He wiped the frost gathered in thin sheets over the capsule and pressed it to his brow, letting the cold condensate dribble down. Not another fever, of all things. Not _now._

"You're causing me more trouble than you're worth," he said. "I don't know why he bothers."

( _Much like he bothers with you?_ )

"Don't turn me into the monster."

He felt the creature smile. _"I wouldn't dare,"_ he said in a mockery of his own lilt. _"What you are is much worse, leaving my friends at the mercy of this place_ … _"_

"I couldn't care less about your foolish friends."

 _"That doesn't surprise me,"_ the creature said. _"It seems you don't have any left, either."_

Dread slithered like venom into his gut. "Leave him out of this."

 _"Teukros, was it? He was your friend. Or at least, until you abandoned him."_

Instinctively he smashed his knuckles against the glass. "Shut your stinking mouth!" he cried. "The Doctor won't tolerate your insolence the way your creator did."

 _"He's still lying in that alley."_

"Shut _up_ — _"_

 _"That's not even the real tragedy. We could have avoided this if you'd just taken the time to think instead of letting the Doctor order you around."_

"And yet despite that, _you're_ the one locked up like the thoughtless specimen," the Consul snarled, his voice so thin and acidic it could have melt steel. "Odd how that works, isn't it?"

" _I'd rather be captured than blind like you,"_ the creature said. It clenched his fists, the left one quaking slightly as always.

"What's the matter, creature? Can't handle it?" Good to know that smug smile was fading. "Then shut your fool mouth about things you scarcely fathom. The moment these primitives made contact with that scum Black Doom was the moment this planet sealed its fate. I'm surprised Argus hasn't taken this entire forsaken rock yet."

The smile dropped. So did its eyelids.

He blinked then, and realized: he'd been arguing with an unconscious creature.

* * *

Two figures armed with flashlights splashed through a decrepit tunnel. One, big and bulky, monitored its smaller companion as it stuck its head into a grate.

"Remember to check them upper hatches, too. Maybe the loch ness'll show up."

"Uh-huh."

"Don't say _'uh-huh'_ just to shut me up, y'hear? You really gotta _check."_

"Nothing." Charmy released his hold on the grate, letting it slam shut and echo brassy vibrations. "It's been half an hour since the guard changed and he still hasn't answered. What's taking him so long?"

"Well, you know Eggman. Always crackin' the whip."

"Yeah, but—"

 _"Shh."_ Vector halted them dead in their tracks. He turned stiffly and aimed his beam toward the ceiling, where a rat scuttled out of view from behind a damaged pipe. "Hear that?"

Annoyed, Charmy tapped his helmet.

He winced. "Sorry." Faintly, the humming noise grew above them, and he clicked the flashlight off.

"Goon patrol," he sighed, "better book it."

Charmy was already gone.

* * *

"Espio." Their footsteps ground to a halt as Shade pointed at a pair of drones sweeping through the tunnel, pouring light onto their trail. A crimson glow retracted underneath their carapaces, scanning the dust they'd raised darting through the entrance. The drones turned so suddenly in their direction they made her clench her fist around the handle of her blade. "Does every guard change come with an escort, or is this a 'special' occasion?"

He ignored her question, missing its undertone of contempt altogether. "No sudden movements. These things always outrun us."

"How fast can it be?"

"Wait!"

A small chunk of concrete stung her cheek as she rushed forth to engage them. Slapping back the bruise more than provided the drones enough time to dive low to the ground, their blades chopping at a brutal pace.

She leapt aside before one of them smashed itself into the limestone where she stood, effectively destroying itself. This time another stone whistled hairbreadths past her, making her stumble and lose her footing. Espio pulled her out of the way.

"That must be Charmy."

 _"Who?"_

"Me," said a bee as he winced one eye shut from a grate just above them. "Sorry for the shiner. Now don't move." Pulling back the band until it creaked, he let the bullet zip free. It clinked harmlessly against the drone's blades, ground to bits within its central band.

It still approached, blades buzzing, bent on avenging its fallen partner.

"Charmy," Espio said, backing up a little, "it didn't do anything."

"Just wait."

A thin drizzle of smoke puffed out as a clangor finally registered within the drone's body. Then it froze with a horrible rattle as the rocks hit the engine. A crocodile emerged from behind, wielding two bricks in his hands, which he smashed together to flatten the shaking carapace.

"You jokers're really beginnin' to tick me off! _Scram!"_

The blades caught, and the strain from forcing them to move within such a mangled space overheated the drone's CPU. Emitting one last belch of black smoke, it sputtered out and lay still at their feet.

Shade pried herself from the wall as Espio climbed over the rocks to join the crocodile in surveying the damage.

"There," he clapped the dust from his hands, "that oughta keep you _ocupado_ for a little while." He spotted them with a massive, toothy grin and clapped a hand over Espio's shoulder. "'bout time you showed your mug! Man, your feed cut out fifteen minutes ago and Charmy was gettin' squirrelly! What's the hold-up?"

Shade stepped forth.

"Ha, usually is." Planting a foot on the drone's carcass, he stuck out a hand. She simply stared at it. "Name's Vector, don't forget it! Pleased to meet ya," he added with a wink.

He called their other companion back from shooting pebbles at the tunnel wall.

Gods, Shade thought. He's no more than a child. Though gangly folded arms and the scowl on his face suggested he was in the midst of growing pains, his round body and short stature said otherwise. He was dressed in a faded green jacket with the symbol of a bee sewn on one sleeve, while the other sported a blocky capital _G_ encircled by seven white stars. He wore an aviation helmet, cracked on one side, and goggles bound to its dull surface. His sneakers were rent and dirt-smudged.

"And I'm Charmy. Not that anyone asked."

"Charmy, _manners_."

"What? It's the truth, isn't it?"

Shade had no idea what any of this had to do with their circumstances. "I'm sorry, but we can't wait for long. We need to find Knuckles and Rouge."

"Hold up." Vector threw out his palms. "Wait, you don't mean—"

Espio paled, his voice on edge. "They've returned."

The one called Charmy plucked the band of his slingshot like a violin string. "Guys, you think _every_ crashed ship is them. It's probably just another false alarm." He looked over at Shade, eyes narrowed. "But even if it wasn't … how do we know this ain't one of Eggman's dirty tricks?"

She registered the implicit accusation right away. "I wouldn't work for him. Not on my life."

"That's what the last one said."

" _Charmy,"_ Vector scolded. He turned, rubbing the back of his scaly neck. "Eh, you'll have to excuse him, he's lost his manners these past few years. Don't help that puberty's turning him into a real monster, heh."

The bee folded his arms, tapping one hole-punched sneaker toe against the tunnel floor. "Excuse me, Vector, but it's _Charmzilla_ now?"

Espio raised a hand to block Vector squarely in the chest. "Let it go."

"But—"

"Let it go, Vector."

"Who knows what the doctor's bound to have done to them by now?" Shade said. "My original point still stands. We must hurry."

"That's just the thing," Vector said. "If they came back, so did the Emeralds. An' we're all gonna be in a real jam if he gets his hands on those."

"Speaking of," said Espio as he produced the yellow gem.

"It returns!" And they crowded to admire it. "Wouldja look at that, boys. The genuine article."

"Lemme see!" Charmy popped in front of them. "It's so warm."

To their surprise, Shade marched forth and snatched the Emerald back. Treacherous thing; even the warmth it emitted, a facade masking a dark intent. Sonic's pure heart couldn't prevent that.

"Why must we follow these?" she asked severely. "What have they ever done except bring about disaster and suffering?"

Her fingers tightened around its facets, and it only seemed to glow brighter, almost burning. This world would be better off if she destroyed them. If she could crush this one right now—

Charmy shot the others a _told-you-so_ look.

A hand on her shoulder; she flinched at its gentle touch.

"This isn't our first trip on the go-round," Vector said softly, pointing to their dual reflection in the facets. "The boss's been trying to get those things for years. Every time he did, it wasn't sunshine and roses."

"You can't fight fate," she said. "What happened every time he used Emeralds for evil? Sonic was there to set them right."

 _You were fortunate. You had a guardian._

She heard them in snatches. Horrifying ordeals. Chaos returned with a wrathful heart, flooding a city full of innocents. A Gizoid awakened as a weapon of war. A space colony, Shadow's birthplace, fell on a crash course toward the planet. The planet _itself_ broke apart and was used like a plaything.

They blamed the Doctor for these episodes, and rightfully so—but what they neglected to discuss was how perpetually good and evil warred. No matter who the opponents were, their struggle never truly ceased. When it came to a war so ancient, the Emeralds always chose the greater will, as they had no will of their own.

For them, fate so decreed that Sonic had the greatest will of all. But … what if his protection failed? What if he faltered, if just for a moment? She shuddered to consider what evil would slip through the gaps, and hoped they'd never encounter the Emeralds again.

Even so. Even she had been blinded by the good a pure heart channeled through them. The warmth inside the cathedral was a moment's reprieve from Ix's, a ray of sun shining through a break in storm clouds.

But that didn't make the necessity right, nor did they provide a lasting solution. If he wanted to eliminate the suffering in this world, Sonic should have scattered the Emeralds through space, where even Argus could not reach them. Didn't they see? Otherwise they would reenact this fight time and again, their fight senseless and endless.

And these people, how could they choose the Emeralds over their friends? If they kept blindly chasing them at the expense of everything else … Tails …

( _might not have made it_ )

She looked up to distract herself from that frightening notion, at the graffiti-sprayed walls. If she squinted, she'd swear she detected hints of rune carving … "What is this place, anyway?"

"What used to be the city before the new one was built over it. We used to move through these old subterranean tunnels," Espio said, "until Eggman started bombing them to seal them off. Now we use the back alleys where the forcefields are least active."

"Why hasn't he dismantled the surface buildings?"

Charmy coughed. "Because this place is an eyesore enough."

Espio shrugged, as though he'd never considered the matter before. "Hasn't gotten around to it, I guess. No one's lived in those apartments for years except the underground. He uses them for storage from time to time."

"Storage, meaning … ?"

"Energy containers, weapons—"

"Old hopes and dreams," Vector piped in with a heartily pumped fist. "Blown so many on accident we lost count."

"How very adventurous," she deadpanned. Turning back to Espio: "You certainly have interesting, er," she deliberated, gauging their various expressions, " … friends."

Espio propped his helm on his hip. "That they are," he said, "but they're also family. And you know what they say about that."

Actually, she didn't. She hadn't a family, or if she had, she'd long since abandoned it for what she once believed greater and more pertinent causes. Beyond Ix's voice chanting ( _I am your family, your inheritance your life's blood spent in service_ ) a quieter whisper dwelled in the back of her mind, one that had subsided over time.

Faintly, it urged

( _Shade_ )

( _Shade, don't run_ )

Family. The word conjured vague memories, snatches, impressions; a dusty hearth, books, a man's laughter tinged by sorrow.

She squeezed her eyes shut. Something terrible happened to cause that sorrow, hadn't it? The laughter was always inextricable from the sadness— ( _Shade_ … ) One day she disappeared from that life, and Ix—

( _don't run_ )

And Ix—

( _if he wants you_ )

( _he will find you_ )

Charmy signed a question. The deepening in Espio's furrowing brow told Shade it wasn't a pleasant one. The trio had a brief back-and-forth, all three of them terse and stiff in their gestures. She couldn't say in all candor she liked being excluded from the discussion. At one point Charmy threw up his arms.

"What'd he say?"

"I said GUN's idea stinks," the bee said, before the other two could respond, "but nobody else seems to think so."

Ah, the human military. Even though she hardly knew what their conversation entailed, she might have been prone to agree with him out of principle. GUN had been too skittish to launch a proper counterattack the first time around, but in that vein proved exceedingly efficient at reorganizing its troops. She remembered giving her men orders to flush out a regiment posted in the Mystic Ruins with noxious gas: they filed out quickly once the first cannister had been thrown.

"What _are_ they doing against him?" she asked, interrupting the further conversation that broke out. "Since arriving here I haven't seen a single vehicle or augment."

" _Thank_ you," Charmy said. "It's like it's gettin' way too quiet around here."

"Why should it be?"

Heavy silence ensued.

At length Espio turned to her, clearing his throat. "I didn't want to tell you this, but I guess we've got no other choice. It's not lucky you and the others arrived when you did, especially since it means most everyone is going to be stuck in Metropolis."

" _And_ ," Charmy prompted, wheeling his wrist.

"And," Espio said, "GUN plans to mount an assault against the stronghold four days from now. Word through the grapevine says they're going to be using antimatter."

"What?" A thrill of anxiety speared deep inside her guts. "Antimatter's extremely dangerous, not to mention rare. How would they have even acquired such a thing?"

"To begin with? Eggman destroyed most of their machines and the particle beam accelerators that operated them. Only he has the means to create it now."

The realization hit her square in the chest.

" _…_ No."

"It's not anything anyone chose lightly, but they said—"

" _No,_ " she pressed, retreating a step. "Everyone's up there. My _people_ are up there, Espio, enslaved to that madman! And you'll just let the humans detonate the city without—"

An errant thought struck her as she clutched the Emerald over her heart. How far would it be from here to GUN HQ? With the tunnels pinched off and only four days to make the humans see reason, standing in a filthy tunnel among virtual strangers, her heart thumping a prey's dizzying beat, she regretted to say she only saw one choice.

Take the Emerald and run.

* * *

His test lab was a microcosm of the dispersion chamber nestled in Metropolis. Instead of the Master Emerald presiding at its heart, however, a capsule stood in its center. Deactivated Gizoids encircled it.

He was running out of fuel. The problem had been inordinate these past seven years, but with Sonic's interference accelerating his need of it, his supply had taken a significant dive. It would stand to reason that a speedy problem demanded an equally expedient solution.

Eggman folded his arms, rubbing his chin with idle strokes of his thumb, staring at Shadow through the observation window as preparations were made. The hedgehog dangled like a puppet from a nest of cables embedded inside the capsule, which rose to meet the ceiling with a _clink._

Cables sprouted from its base; the attendant Nocturnus connected them into the buses of the awaiting Gizoids that sat with bowed heads.

A monitor blinked, drawing his attention for a moment as it showed him Shadow's baseline. Everything was as ready as it would ever be.

"Start the test," he said.

Machinery whirred. Nothing earth-shattering happened at first, as he expected; Shadow slumbered, the Gizoids meditated cross-legged in their immobile ring. But then the terminals overseeing the process hummed much too loudly as their fans kicked in to ward off overexertion.

They gave way to a piercing whine. Activated by it, the glow behind the eyes of the decommissioned Gizoids pulsed twice, in tandem, snuffing out his own short-lived excitement as a scorch erupted from one of them.

The scene was like a dozen Roman candles going off at once. One spark lit and burst, causing a chain reaction of embers to ignite, popping off dozens more. Error messages blazed; the fans pumped double-time to cool the smoke that whirled from the equipment.

Much to his bewilderment, one Gizoid stood suddenly and flew toward him, snapping the cables from its back, fist cocked as if to smash out the window before collapsing entirely.

Its companions followed suit, twitching as if they no longer knew what their limbs were for. The more they tugged at each other's cables, the less they wanted to be bound to their new power source. They thrashed and kicked the Nocturnus that attempted to subdue them.

He banged his fists on the console. _Shadow!_ That devil must be putting the thought of rebellion into their heads!

He didn't know why he thought this, as it had no basis in logic or reason, but Eggman barreled toward the main monitor nonetheless, his puzzlement increasing in leaps and bounds as he saw the waves spiking like crazy.

 _What the blazes is going_ on _here?_

"Suspend the test!" He brought his hand slamming down on the deactivation button. " _Suspend_ _the_ _test!"_

Trying not to envision the worst case scenario, he drummed his fingers in a testy rhythm on the control panel as the equipment wound down and the smoke cleared. Something was wrong here, he thought, very, very _wrong._

He paused the feed and growled a curse as he swiped through the results of the past few minutes; Shadow's theta waves produced unusually strong patterns, as if he were caught in a turbulent dream, instead of registering the relaxed hills of data a deep state of unconsciousness typically provided.

Furthermore, he'd programmed the dispersion to convert the raw Chaos power in Shadow's tissue to electricity once his brain waves reached theta stage. In doing so he'd committed a fatal mistake: assuming his brain waves would have been identical to those of a human's. Hippocampal theta rhythms were specific to animals, while humans' cortical rhythms oscillated at far softer frequencies.

The implications of such an innocuous mix-up hit him like a bullet train, freezing his fingers mid-drum. These blaring error screens? These Gizoids, singed and broken? No _wonder_ everything lay in shambles; he'd instructed the program _to_ _activate the process upon receiving signals it couldn't define._

Pivoting quickly on his heel, Eggman cycled through his options.

Couldn't extract Shadow from the capsule. Nor could he tinker inside his mind, overwriting his grandfather's programming like he'd attempted in the past. He was loath to mess with that intricate programming, not out of fear of ruining something, but because his efforts would get flushed down the drain if his interference triggered some unseen failsafe and roused him.

The most current readings indicated Shadow had just entered another REM cycle. That part didn't concern him, since the cycle would pass quickly enough if he waited a few more minutes. The real problem he faced was that it would take him a huge chunk of time to reset the equipment to the exact parameters he wanted. By then the ideal window of brain activity for which he could siphon the energy directly from Shadow's body without resistance, conscious or otherwise, would have long since passed him by.

He glared at Shadow. Of _course_ he'd have snoozed through the breakdown. He slept, suspended, a pillar of calm amidst the tumult.

Nocturnus fled this way and that, putting out fires that jetted out from cracks in the walls. His expression retained a blank, mask-like quality, quite peaceful for hosting such strong neuro-oscillatory activity. His vulnerability suggested innocence, but the Gizoids smoking to crisps attested that, even asleep, Shadow proved far from docile. Eggman knew how much more lethal giving his grandfather's creation a single waking blink would be.

He pinched his lips into a thin, bloodless line. If he could have his way, Shadow would only be so lucky. As it stood, pragmatism demanded he steer clear from that particular thought.

He _supposed_ he could throw Shadow into the flash-freeze for an hour or two … but what good would it do if the program refused to accept his readings in the first place? Cryostasis wouldn't guarantee his mind would cease its noisy dreaming, anyway, so the point became doubly moot.

 _I've got to reprogram all of these stinking things, when what I really need is a better conduit._

He had to admit, he thought as he paced with his arms behind his back, striding through a puffing spout a Nocturnus fired at a flame, his pool of candidates were depressingly low. With two Chaos Emeralds occupying the _Phantom_ and the evaporation from Angel Island draining the last of his reserves, he could hardly maintain a steady equilibrium. But he had to find _someone_ to power his machines until he gathered all seven Emeralds. If Shadow failed, he'd simply have to use another conduit instead.

Time to wake a certain blue thorn in his side.

* * *

 _Murmurs radiate through the walls._

 _"More eavesdropping, Shadow?" The Professor chuckles as he walks swiftly, as he must, to reach the next experiment taking up his time. "Ah, youth. I can barely make out the words they bark into this ear, and here you are listening through walls."_

 _He doesn't mean to, but their whispers itch at the soft insides of his ears until he cannot help but listen. Must be one of the extraordinary things he wishes wouldn't separate him from the humans._

 _Nonetheless, he must get to the heart of the matter, so he grips the Professor's hand inside his gloved one and squeezes it once, a gesture which seldom fails to grab his attention. "Professor, is it true? The prototype has grown unstable." He pauses. "They say there will be soldiers soon."_

 _"Oh," he breathes. "Oh, Shadow, no_ … _Don't_ _startle an old man like that_ … _"_

 _He grips his hand tighter. "Will they_ … _"_

 _"Do you know what they're after? What it is they truly want?"_

 _"Tell me."_

 _"War. A war to put money in their banks and fuel their greed."_

 _Gerald's hand at last slips away, and Shadow is left to follow his lab coat as it sways against the chilled, sterile gusts from the contaminant filters embedded in the floor panels. His fur, though thick, bristles._

 _His gaze wanders toward the eternally-sealed door of weapons testing. He catches a glimpse of the engineers installing the Emerald receptacle into the Eclipse Cannon, fitting the plates to the weapon's lithe frame. He remembers the Professor saying once that he keeps these weapons not for the purpose of maiming and wounding others, but as reminders of mankind's living duties._

 _"Why must they fight?" he asks._

 _"That I cannot answer, sadly. I regret to say we may never know the reason for all the bitterness and suffering on that little blue planet. Perhaps it is not our place to know." A mild smile playing on his lips, Gerald gives his head an affectionate pat. "But if there is a bright spot in all of this, my son, let your light be the one to guide them."_

This answer didn't sate him at all; even more questions bubbled on his lips. _"Professor,"_ he said. _"I've made so many mistakes. I don't know how I can fix them."_

 _"Shadow, heed me. Don't let my words be in vain."_

"I … would never … "

 _"You must do what is right."_

"What is right," he repeated blankly. A fat, glistening bead of perspiration slid down his brow, stinging his cornea.

 _"You will not fail me."_

"I will not fail you."

 _"You will carry out my task."_

Shadow forced his eyes open.

"And," he said sharply, " _Professor,_ what would that be?"

He whirled around. The apparition bearing the Professor's visage vanished as he broke away from it, insubstantial as mist.

A single whisper touched his mind, faint.

( _Shadow_ )

"Who's there?" he asked, to no reply. He blinked, and the ARK's metal peeled away to sandstone. Moss trickled though the pristine metal, invading vine and rune-carved stone through the windows. Before him the entire landscape shifted, expanding as if it heaved in a breath, the darkness of outer space softening into a hazy sunset where he stood at the entrance to a temple.

The door that had been weapons R&D was now covered by a gossamer veil. He parted it, entering a dim cloister where Shade knelt, examining pieces of a burned tapestry while her lord lit candles before a small altar. Bowls of fragrant oil plumed smoke through a hole in the ceiling, which Ix encouraged to waft upwards with an uncharacteristic gentleness. If Shadow didn't know any better, he'd have said he was praying.

Neither saw him. He was less negligible to them than the flickering of the long candles surrounding Ix's throne.

 _"I cannot tell what this is, my lord."_

 _"Childishness is what it was,"_ scoffed Ix as he blew out the match he pinched. _"Now they're spreading this ridiculous prophecy that a god of wind will battle a demon for the Emeralds."_

Shade inspected the cloth once more. From behind her shoulder, Shadow could make out only the barest imprint of a design: green and gold.

 _"You did not have to burn it, my lord."_

 _"No,"_ he said. _"Likewise, Shade, we cannot let them keep their silly delusions if they're ever to return to the tribe."_

Shade looked up as she rose. _"It was a tapestry,"_ she whispered, her fist clenched around the singed cloth. _"Tell me you left their temples alone."_

The candles flickered. Her fists trembled as their silence dragged on.

When he reached over to snuff more candles, she whipped the cloth at his feet and stormed toward him. _"Damn you, you arrogant_ — _!"_

He intercepted the fist she hurtled toward his chest, gripping her wrist until her fingers uncurled of their own accord. _"I did not relish in the destruction, but Pachacamac is stealing our people away with these superstitious lies. I cannot help but fear for our future should we let him continue. If I must ruin a few of his temples to burn away his blindness, then that is what I must do."_

 _"Leave them alone,"_ she said. _"Please. It has to end."_

 _"Argus gave us the strength to quell Black Doom. He will give us the strength to make them see reason."_

She shoved him hard, abandoning him to bolt through the veil.

Shadow followed her down the steps, not deigning a backwards glance at the would-be despot. What scarce empathy he might have had for Ix had vanished long ago. He'd heard this particular song-and-dance before from the Doctor, disguising personal ambition as fair intentions, enough times to avoid wasting his time with the lost cause. And even though he knew he couldn't comfort Shade's dream self in any way, he felt compelled to see the vision through to its end.

A child waited for her at the temple base, solemn as he cradled her helm. As she barreled past, he silently held it out for her. Shaking her head, she lifted him over her shoulder and carried him down the path toward the citadel, though the child stared at him from over her shoulder.

Wordlessly, he pointed at the sky behind the temple, at a spit of lightning and thunder.

Mortal fear swarmed her as the temple was sucked into a bright, writhing void; its cathedral roof broke off and floated an impossible height before dissipating in a cloud of ionized smoke.

She broke into a dead run as the ground split at her heels, floes and homes and trees and screaming citizens hurtling into the vacuum above. The healthy, robust rivers feeding the city's generators evaporated into mist. Tendrils burst from the ground, enveloping Nocturne, and she hugged the child close as the Twilight Cage closed in on them—

Something familiar resided in the child's face.

( _Shadow_ )

No … this voice addressing him wasn't part of Shade's memory anymore. Everything paled, slowed. He understood what the faceless presence wearing this mask was; Knuckles had mentioned a historian called Nestor giving the phenomenon a name.

"Argus."

The Consul's face turned hard. ( _Do not speak my name with such irreverence_. _They must be punished, Shadow_.)

This memory faded as well, until all that remained was the voice. The very same that had been planting white noise in his mind since the moment he awoke in Metropolis. As soon as he realized this, his body wracked in pins and needles, doubling him over. Something was accelerating the loss of his Chaos energy, and as one sees through a murky well, he glimpsed a lab, the Doctor's swimming outline.

Fire. Gizoids in a ring around him, burning about him, heaped in effigy and drowned in the waste disposal.

Shadow snapped his head toward where he thought Argus would best hear him. "No one tells me what to do, least of all some coward who hides inside someone else's memories. Now get out of my head, or I'll force you out."

 _You misunderstand, sorely,_ Argus said, in a voice that sounded like a spiteful imitation of his own. _I am not above wielding you as my instrument. Consider it a mercy I've let you retain your free will thus far, but that will not always be the case. My power will return, and you will grant me my wish._

Shadow growled. "I'm no one's genie."

 _You are the one who wields the power to subdue them, return them to me. Even weakened and caged like this, I can make your worst nightmares come true. You'll comply if you do not want to suffer further. It is only right they receive justice._

"Seems you and I have— _vastly_ different interpretations of the concept," Shadow grit through his teeth. "Maybe I could— _persuade_ you—with a nightmare of your _own?"_

A flaming white ring of light seared his vision, and as he instinctively pulled away he glimpsed through the corner of his eye that it engulfed his wrist, a hungry blaze seeking more. He— _it_ —needed more power.

Light answered the summons, swam toward the fireball in wisps and streams, growing the glow until he could hardly see the barest outline of his hand.

( _my will, they've escaped my will_ )

The glow pulsed hard. A shooting pang ripped through his body. For the next few seconds he hovered in limbo, not certain of his standing within either dream or reality, until Argus deposited him in the tangle of a ruined lab, error messages blazing in complete silence.

The Doctor passed by the observation window, followed by several Nocturnus. At their head walked—or more accurately, trudged—the Consul, trailing the Doctor's heels closely.

( _I wonder what you would say if you knew I saw those memories; is that why you despise me, because you fear my discovering them?_ )

No one knew he'd awakened; he had to seize this chance. He bucked his mandibles, pulling on his wrists with an extended grunt from the strain. Damned things refused to come _off._

Then he recalled the light and its immense heat. If he extended his senses, he could trace the intricate cables binding him to this capsule, all the way back to the computers and networks the Doctor needed to run his city. Information constantly flowed from one end to the other, much like fuel, blood, power. A single blockage or severed connection would be all it would take to set him free and allow him to slip through the gaps.

Relaxing his muscles, he probed the outflow of light, seeking where it ebbed at its weakest point. There he willed the obdurate energy in his ringless hand to pinch the connection closed, staunch the current of information being fed to the mainframe.

The energy within his ringless hand heated the steel of his binder to a soft substance which he easily shook with a firm lunge of the wrist. Once both mandibles released him, he plucked the electrodes off his head and made quick work of disentangling himself from the bevy of wires holding him in place.

A swift snap-kick ejected the cover plate, leaving the floor to shatter it to bits. The sheltering bubble the capsule had provided him burst, leaving the room's chaos to assault his senses. Klaxons screeched while the sizzle of electric fires flooded his nose.

Clapping his hands over his ears, Shadow tried to focus on any possible escape route. Gizoids lay scattered in various states of destruction, their charred, bent bodies reminding him keenly of Omega and Gemerl. He had to get out of here, help them. Where to start?

Amidst the clatter and shriek he caught the hum of a ventilation system. He picked his way across the mess of Gizoid parts and punted his shoulder against the crash door at the lab's rear, staggering into an unused electrical closet. The ventilation's hum grew into a discernible rumble, its tinny echo a hollow warble.

Following it to freedom would have to do. Yanking off the grated cover, he stowed inside the vent, and shimmied halfway through the cool, dark passage when a Nocturnus raised the alarm. The Doctor rushed back, barking commands to anyone who'd listen.

 _"Argh, can't_ _anything go right? Lock down the immediate vicinity!_ _I'll deal with him myself!"_

* * *

The underground hangar stretched for miles. Structured like a parking garage, it was stacked by layers of reinforced concrete that plummeted an impressive number of stories. Its upper levels housed decommissioned vehicles and his myriad works-in-progress, all of which were aligned neatly in their designated spaces. As these were used quite often, sconces lit them well.

The further one descended, the less it adhered to such order. The light grew feeble, watery, until it could reach nothing in the murky bottom. At the lowest level where natural rock warped the girders, he'd left an empty chasm, so spacious you could stand in the thin, frigid air and hear the insistent rhythm of your own heartbeat.

Amplified by his sensitive radar, he indeed heard one. A sharp pulse pumped spikes on his monitor. His vitals a novel where at his leisure he could read every breath that scraped from his lips.

The _Phantom'_ s grin flashed.

 _"Shadow! A little birdie told me you're trying to escape."_

Light flooded the hangar, killing Shadow's hope of melting away into the darkness. He smiled as the hedgehog winced from the harsh dazzle, and urged the _Phantom_ into an idle stroll. Trailing a finger along the quarry wall, its scrape shivered along the stone.

" _Don't_ come near me."

That gave him a good chuckle. _"I hardly believe you're in any position to tell me what to do."_ As he approached, the rasping grew into a long, anguished whine, so close to a screech it made Shadow muffle his ears. _"Oh, I'm sorry, is this too much for you? Why don't you take a REST?"_

No sooner had he said those words had he squeezed Shadow inside his grip and chucked him across the hangar. The little devil was faster than he accounted for, and as soon as he skidded onto the concrete floor he sprang to his feet.

 _"Spear!"_

Eggman stopped the bolt that shot toward him with a downward chop, its fallen swirls about as effective as sand hurled in his face. A massive finger waved admonition. _"Ah-ah, boy! Your parlor tricks won't impress this customer anymore!"_

He darted into the darkness, irritating him a little. The attempt to boil his guinea pig's blood failed, as the taunt crumbled on his reticence. Shadow didn't approach battle to prove his ego the way Sonic did—just to win and clear another hurdle.

 _"Chaos Control!"_

A ragged flash manifested around him, though this time it lingered a tick longer than usual and smashed a large, lumbering projectile toward the cockpit. It hit the viewing port at an astonishing speed and scrambled his feeds a split second before clattering to the ground; a piece of catwalk? From _where?_

More flashes ignited the darkness. Fireworks burst down, battering the mech under a storm of Chaos energy and scrap metal. Minor though the damage was as shards bounced harmlessly off the fuselage, the tactic ground him to a halt, forcing him to block impromptu missiles rather than generate any proper offense.

He smacked away a boiler and crushed the pile of fallen metal under his foot.

 _"Playtime is_ over, _Shadow!"_

Twin beams blasted up the concrete wall behind his opponent, causing the dust to erupt into veils of obscuring smoke. The rock behind it crumbled like ash. At this point he didn't quite care if the entire quarry imploded and swept them out in a massive rockslide, so long as he carried back _his_ quarry limp in his teeth.

Neither did he care how long such a feat would take. This was a struggle of attrition, and he was so certain Shadow had the losing hand from having his energy drained to near-nothing that he felt he could afford the collateral damage. Until then, he'd have to keep flushing the cretin out until he decided to engage.

"Tell me what you intend to do with Argus."

The quiet voice behind _him_ impelled Eggman to twist the mech's torso 180 degrees.

Shadow stood, green light balled in his fists. The air surrounding him swirled faint distortions.

Thief.

 _Thief._

"It wasn't enough that you conquered this world." Snapping his other inhibitor back on, he walked toward the _Phantom_ until he stopped at the base of its ankle. "Now you're using the Nocturnus to reopen the rift between this planet and the Twilight Cage."

Eggman sniffed. Should have known that high-handed octopus would cause him trouble. _"So it blabbed,"_ he said, _"spare me the lecture. I fail to see how that's any different from using Gemerl to reactivate Omega, or how you played poor Vanilla for a sucker."_

Shadow bristled, his curling fingers prickling with rising energy.

"Tell me, Doctor."

 _"Or else what?"_

He sucked in a breath and raised his fist. _"Chaos_ — _!"_

His command cut short at being kicked across the hangar.

Swiping his palm along the ceiling panel, the doctor switched from radar to thermal imaging. The viewing port's outlines melted away to a single burst of red on a gray field, which, if its shifting, blurring edges were any indication of Shadow's current location, had decided to return of its own volition and was walking slowly toward him. Sizing him up. _Testing_ him.

Flicking the cap off the missile launch button, he wheeled the reticles into alignment.

" … You don't know whether this plan of yours will work." The blot's leisurely pace quickened into a sprint before finally breaking out into a fluid glide. "That's why you're fighting so hard."

Fired at nothing until the launchers wheezed smoke.

"I won't let you use them."

Brave of him to play hero. He drew up the chaingun handles at his sides, practically feeling the kickback tremble his wrists as their automatic rounds devoured concrete, his pelting of bullets just one maddening step behind that red blot.

Despite wasting more ammunition than he should firing at a practical ghost, he knew enough to retract the turrets before they clicked empty.

 _"Quit running and_ face _me, you coward!"_

Shadow swerved around.

"As you wish."

He ripped through the _Phantom'_ s knee. The joint cracked at his piercing dash, and a horrible grinding shrill filled his ears as the hydraulic rivets gasped from the exertion of regaining its balance. Without the joint working to securely hold the machine's weight, the right leg died, its internal circuitry whirring down to a close, the failing gears in its knee dropping its massive foot.

He slid back into place within the cockpit, now tilted from a shifted center of gravity. From his lush pilot's chair Eggman ground his teeth so hard it wasn't entirely unbelievable they would crack from the strain. His jaws clenched as he heard that small huff of air which always preceded that insolent _smirk._

"Problems, Doctor?"

No more games.

He phased out before Shadow could repeat his attack on the other knee; he caught him midair and punted him into the ground, squeezing the _Phantom'_ s fingers around his struggling body to prevent his escape.

Metal resisted his efforts to buck it, scrunching ever tighter. What would it take? _What would it take to make these brats understand they were never getting their precious world back?_

 _"Give up,"_ Eggman snarled, wrenching down with even more force. _"You crawl in here, expecting to order me around, and now you believe you'll go blabbing my plans to everyone?_ _Just who do you think you are?"_

 _"Blast!"_

An explosion unleashed a blinding inferno that only his thick-paneled viewing port shielded him from. Reeling, he threw a forearm over his eyes to protect them, and as the glow washed smoky residue over his windows, wondered if this time Shadow's over reliance on his Chaos powers had backfired and engulfed him instead. What sublime irony it would have been if it had, though he'd been burned enough times to regard that notion with a healthy dose of skepticism.

He had ample reason to doubt his luck; a sharp torrent of sparks drew his attention toward the _Phantom's_ wrist. With an infuriated shout he realized Shadow was freely walking toward him again, _because he had blown the machine's entire left hand off the stump._

"You know who," he said. "I am Shadow the Hedgehog, immortal mind and body sworn to protect this planet my creator so beloved. The better question would be you, Doctor, who'd dare stand in my way: Who the hell are _you?"_

* * *

Whatever scrap of civility Eggman might have retained in this battle now disintegrated. Snatching the vermin inside his _Phantom's_ surviving hand, he lashed its electric chain and pummeled him into the ground, over and _over_ , until the concrete caved in and chunks leapt up from impact.

Shadow still bucked him, still tried to _resist._ Why, when he knew this world already belonged to him? Why couldn't he accept the inevitable and lie _down?_

( _why doesn't he surrender, WHY DOES NO ONE EVER SURRENDER_ )

His severed wrist flickered discharge. Warning lights shaded blood-crimson activated inside the cockpit. Seconds later their beeping heralded a calm female voice, which announced repeatedly, her tone a little too pleasant for the situation at hand: _**Primary engine damage critical.**_

He didn't have time to respond, however. A heavy blow sidelined the mech as the trapped Shadow slammed himself into the hull in a desperate lunge to free his binds, throwing everything askew. Another wayward knock spiderwebbed the viewing port, smashing his own electrified fist in his face, hissing voltage and splintering material that wasn't supposed to _be_ splintered.

Upon the third blow the compromised glass shattered, bits stinging him as they rained down. Eggman threw up his hands to shield himself from the smoke the console spat at him.

 _ **Primary engine damage criti**_ _—_

 _"Shut up!"_ he screamed, slamming the controls like a deranged pianist pounding keys in a fit of madness. _"Egg Phantom, fold in the rotors and divert all remaining power to the lightning cannon!"_

The fingers of his remaining hand stiffened, no longer responsive. Slipping from their grasp, Shadow landed in a kneel and released a taut cry of pain as his right leg buckled underneath him. No broken bone showed, though he clutched his ankle, attempting to spur it back into motion. Sprained muscle, perhaps. Eggman chose not to dwell on specifics as he seized the opportunity to close in on him.

He deployed the gravity forcefield. Giving the virtual slider a firm upward sweep, he cranked the gravity to the highest setting its parameters would allow, paralyzing Shadow as the thick, flurried aura pinned him to the ground. The grasping breaths he took became even more labored as he struggled just to lift his head, which meant he was finding it increasingly difficult to breathe from this immense G-force crushing down on his every inch. Enough to hammer the point home, but not enough to collapse his lungs. Not yet. He needed to be taught one more lesson.

The doctor's computer accepted his command, instantly killing power to the primary engine. Radiant fuel fled the _Phantom'_ s outlets and even washed out the backlights of his monitors as it circulated toward the secondary. The arms receded into the main body, and its crescent-shaped rotors tucked into the abdomen, where they snapped together to form a full circle which produced an enormous fan.

As the secondary engine gained power, the fan accelerated, its razor-sharp blades bleeding together. The _Phantom'_ s rib plates slid back to open a receptacle where two Emeralds glinted behind the fan, their sockets blue and violet. Coupled with the chopping of the engine blades, they sparked a minuscule white ember that soon burst into full-blown conflagration.

The 'lightning cannon' was a misnomer, as it only generated electricity for his auxiliary weapons but did not deploy any itself. What churned within its powerful generator was plasma, so pure it corked lightning in a bottle. He had watched it melt GUN walkers to formless goo beneath layers of protective glass that sizzled at the touch. Such a weapon could gut buildings and lay them bare.

It would also deplete every ounce of energy left in his overtaxed primary engine. Painful experience had taught him that relying on the secondary to prevent a lockup would result in nothing but grief, but if Shadow had simply _relented_ , he wouldn't have had to drag it down to this. He wanted the games to end, and he wanted them ended _now._

The lightning cannon stormed a furious quasar, spitting out flames from its receptacle. The heat burned so intensely its scorching gale rippled Shadow's outline, flaking cinders through his quills. How little he could budge now, his expression maintaining an eerie calm in the midst of the inferno. Now there was nowhere else to run. Nowhere else to hide. _Come and face me._

His trigger finger twitched. A mere button press was now all it would take to raze him to an insignificant scorch mark.

 _"Do me a favor, Shadow. Say hello to Grandfather for me."_

He pressed the button.

Something failed. A dying internal mechanism slowed the fan blades. The wrathful glow faded, sucked back into its fiery receptacle.

The hot breeze stopped caressing him, and Shadow's blurring form sharpened into relief. As he felt hell's oppressive mouth close its jaws, he exhaled a single tattered sigh. He was able to breathe in the protecting darkness.

A half-mad scream strangled its way free from Eggman's throat. He smashed the button, crushing it impotently under his fist when it became clear that Shadow, infuriatingly, _remained._ By the time the various error messages became salient from the hard pulse in his veins, they shrieked alive, swarming him like a disturbed nest of bees. He jostled the controls, coughed out the smoke and the mucus building in his throat. Raged at them as they failed to respond and the forcefield released its hold on his target. This can't be happening— _not now_ —

A beam flickered behind the _Phantom_.

With excruciating languor Shadow pushed himself up, slaking off the ash and dust coating him. Gingerly wiping a streak of blood from a corner of his mouth, he gazed toward it in full silence, heedless of Eggman's unhinged stream of threats.

Hobbling to a stand, he limped toward the light.

 _"Where do you think you're going? This isn't over! THIS ISN'T OVER!"_

His gait left him dragging his hurt leg behind him, cutting a trail through the soot-encrusted floor. Shadow used the wall for a crutch and ignored his diatribe. The Doctor could do nothing now but sit in his smoking cradle and throw his tantrum as though he belonged in one.

His voice trickled a raw whisper.

"Goodbye, Doctor."

* * *

Shadow took a juddering breath. Pain cut into his skull as his surroundings grew salient, like an impressionist painting gaining its long-lost contours.

He lifted his head, a cluster of stinging nerves reprimanding him as he did so. The peach and yellow blurs in his periphery coalesced into Shade, perched on a rickety chair beside him, having tucked the citrine Emerald into his ringless hand.

The room was lit by bare bulbs running in a line along the ceiling; the wiring ended in a simple flick-switch which would turn them all on or off at a moment's notice. This sickly light sputtered occasionally, and its weakness threw patches of shadow around the concrete where it couldn't reach.

Even though this room was open, it was divided for various functions. The west wall sported a metal shelf stacked high with arcane computer and radio equipment. Taped bundles of rainbow cable affixed them to chunky monitors, which glowed and hummed.

On the floor in the north corner were three pallets shoved together, their surfaces covered by plain linen. The head of a hapless teddy bear stuck out of a rolled-up sleeping bag like some kind of ironic joke. The second pallet was messy and had muddy sneakers sitting in a box at its head. The third was smooth and clean, as if its inhabitant hadn't slept on it in weeks.

Half the north wall sported maps and schematics like wallpaper, the other half to a rusting kitchen sink and a closed door marked 'DOWNSTAIRS.' One was a basic manual on how to construct a radio transmitter from scratch, with each individual diagram torn out and scribbled to tatters.

Shade looked up from her place at his side, grimaced at a childish drawing of the Doctor crossed out several times in colored marker. Along with it, drawings of flowers. Grocery lists. A crumpled photograph of a square house with a slanted, terracotta roof, a blue sky and potted cacti. _Chaotix Detective Agency._

"Don't move," she warned. "You're still recovering energy."

Dryness chafed his throat. When he finally spoke, his voice came out low, husky with sleep.

"Where are we?"

"I'd rather not say."

"The Chaotix. Do they know you're here?"

Shade said nothing.

"Is this _…_ what it's like?" he asked. "This voice _…_ this swarming, restless energy _…_ "

"That is Argus' will."

He couldn't read anything within her expression. Whorls, black claws like liquid smoke slithered all about her, and the only thing that warded off the hungry darkness was the soft green light emitted from her helm. No longer pink, he noted. She was now indistinguishable from the others.

"Why didn't you tell me about this?"

"You seemed immune," said Shade. "Or at least, I thought so."

"This Argus: it's the one who tethers you to this world." It responded to its name with more hunger, though quieted a degree, muffled by the protection of her flickering aura. Nonetheless, he felt a twinge of pain flare inside his wrist.

"Yes."

Eyes cast downward, Shadow heaved a long, lingering sigh through his nostrils. "Good to know."

"My Lord Ix succumbed to him." Her knuckles rose in her fists as she squeezed and released them over her lap. "He bore much of Argus' influence for us, claiming it was his sole responsibility, but _…_ his mind was not strong enough to resist for so long."

His response was direct. "I'm sorry." Then he put his head back down, and they listened to the muffled sound of rain hitting concrete for a while.

Shade balled her fists, unable to contain it any longer.

"Shadow, they're—"

"Just," he said, "tell me one thing."

"What?"

"What he used to be."

"Lord Ix?"

"The Consul."

 _"Consul_ could refer to anyone."

He didn't buy it. "Where does he fit into all of this?"

"Never mind that. The Emeralds won't—"

"You know him, don't you?" he asked. "It's all right, Shade. This isn't the Twilight Cage anymore."

"No," she said, putting her face in her hands. "It's worse."

Neither of them could deny as much.

* * *

Eggman sat inside the _Phantom_ , fuming while various messages flashed before him. Damage reports calculated the machine had suffered an approximate sixty percent lockup throughout all limbs. Three more joint failures and he'd have repeated the GUN fiasco.

His nostrils pulsed, hissing out air as hot blood trickled up his neck.

He entered a command to relax the _Phantom'_ s grip. The rivets emitted a shrill, rusty whine as the first finger struggled to pry itself loose. The noise made him grind his teeth even tighter; sound was _ungodly_ , though sadly not an unfamiliar one. He could almost feel their arthritic creak as keenly as his own.

"They think they're so clever," he growled under his breath. Cranking back a gear, he let the steam purl from the open cockpit.

Someone was going to _pay_.


End file.
